PERMANENT PORTFOLIO FAMILY OF FUNDS INC
N-1A/A, 1995-06-08
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      As filed with the Securities and Exchange Commission on May 31, 1995
    

                                                        Registration No. 2-75661
                                                               File No. 811-3379
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM N-1A

   
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                   X
                                                                         ---
      Pre-Effective Amendment No.                            
                                                          ---
      Post-Effective Amendment No.  19                     X
                                                          ---
                                     and/or
    

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940           X
                                                                         ---

   
      Amendment No.  19
    

                       (Check appropriate box or boxes.)

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
               (Exact Name of Registrant as Specified in Charter)

            625 Second Street, Suite 102, Petaluma, California 94952
              (Address of Principal Executive Offices)       (Zip Code)

       Registrant's Telephone Number, including Area Code (707) 778-1000
                                

         TERRY COXON, 625 Second Street, Suite 102, Petaluma, CA 94952
                    (Name and Address of Agent for Service)
                              --------------------

                                   Copies to:
 ROBERT B. MARTIN, JR., ESQ., 625 Second Street, Suite 102, Petaluma, CA 94952

              It is  proposed  that this filing  will  become  effective  (check
appropriate box), and that the approximate date of commencement of proposed sale
to the public will be as soon as practicable after:

                   immediately upon filing pursuant to paragraph (b)
             ---

   
               X   on May 31, 1995 pursuant to paragraph (b)
             ---
    

                    60 days after filing pursuant to paragraph (a)
             ---
                     on (date) pursuant to paragraph (a) of rule 485
             ---


================================================================================
The Registrant has registered an indefinite  amount of such securities under the
Securities Act of 1933 pursuant to Rule 24f-2, and the Notice thereunder for its
most recent fiscal year was filed with the Commission on March 28, 1995.
================================================================================



<PAGE>


<TABLE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                   Cross Reference Sheet Pursuant to Rule 404
            Between Items of Part A of Form N-1A and the Prospectus

<CAPTION>

              Item Number and Caption of Part A of Form N-1A               Caption in Prospectus
        -----------------------------------------------------------  -------------------------------
        <C>      <S>                                                 <C>             
        1.       Cover Page........................................  Cover Page
        
        2.       Synopsis..........................................  Summary

        3.       Condensed Financial Information...................  Financial Highlights; Reports--
                                                                     Advertising

        4.       General Description of Registrant.................  Cover Page; Objectives and
                                                                     Policies; The Four Portfolios;
                                                                     The Four Portfolios-- Risk
                                                                     Factors and Special
                                                                     Considerations

        5.       Management of the Fund............................  Organization and Management

        5A.      Management's Discussion of Fund Performance.......  Financial Statements

        6.       Capital Stock and Other Securities................  Objectives and Policies;
                                                                     Shareholder Account Services and
                                                                     Privileges; Distributions and
                                                                     Taxes

        7.       Purchase of Securities Being Offered..............  Computation of Net Asset Values;
                                                                     Purchase of Shares from the
                                                                     Fund; Shareholder Account
                                                                     Services and Privileges

        8.       Redemption or Repurchase..........................  Redemption of Shares by the Fund

        9.       Pending Legal Proceedings.........................  *
<FN>

- ---------------
       *Omitted since answer is negative or not applicable.
</FN>
</TABLE>


<PAGE>


<TABLE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                   Cross Reference Sheet Pursuant to Rule 404
Between Items of Part B of Form N-1A and the Statement of Additional Information
<CAPTION>

                                                                          Caption in Statement of
              Item Number and Caption of Part B of Form N-1A              Additional Information
        -----------------------------------------------------------  -------------------------------
        <C>      <S>                                                 <C>             
        10.      Cover Page........................................  Cover Page

        11.      Table of Contents.................................  Table of Contents

        12.      General Information and History...................  General Information

        13.      Investment Objectives and Policies................  Objectives and Policies

        14.      Management of the Fund............................  Management

        15.      Control Persons and Principal Holders of
                 Securities........................................  Management

        16.      Investment Advisory and Other Services............  Management; Transfer and
                                                                     Dividend-Disbursing Agent;
                                                                     Custodian

        17.      Brokerage Allocation and Other Practices..........  Portfolio Transactions and
                                                                     Brokerage

        18.      Capital Stock and Other Securities................  General Information

        19.      Purchase, Redemption and Pricing of Securities
                 Being Offered.....................................  Computation of Net Asset Values;
                                                                     Purchase of Shares from the
                                                                     Fund; Redemption of Shares by
                                                                     the Fund

        20.      Tax Status........................................  Distributions and Taxes;
                                                                     Redemption of Shares by the Fund
                                                                     -- Tax Consequences of In-Kind
                                                                     Redemptions

        21.      Underwriters......................................  General Information --
                                                                     Organization and Capitalization

        22.      Calculations of Performance Data..................  General Information --
                                                                     Calculations of Performance Data

        23.      Financial Statements..............................  Financial Statements
<FN>
- ----------
        *Omitted since answer is negative or not applicable.
</FN>
</TABLE>

<PAGE>
   
PROSPECTUS                                                          May 31, 1995
    


                                      LOGO

                                 1-707-778-1000
                 625 Second Street - Petaluma, California 94952

     Permanent  Portfolio  Family of Funds,  Inc.  (the "Fund") is a mutual fund
that contains four separate  "Portfolios," each with its own separate investment
policy. Investors may invest in any one or in any combination of the Portfolios.
The Fund's four Portfolios are:

  The Permanent  Portfolio,  which invests a fixed Target  Percentage of its net
assets in gold,  silver,  Swiss franc assets,  stocks of real estate and natural
resource  companies,  aggressive  growth stocks,  and dollar assets such as U.S.
Treasury bills and bonds. The Permanent Portfolio's objective is to preserve and
increase the purchasing power value of its shares over the long term.

  The Treasury Bill Portfolio,  which invests in short-term U.S.  Treasury bills
and notes.  The  Treasury  Bill  Portfolio's  objective  is to earn high current
income for the Portfolio, consistent with safety of principal. Unlike most money
market funds, the Treasury Bill Portfolio follows a dividend policy that permits
its net asset value per share to rise. Repayment of the U.S. Treasury securities
in which the Treasury Bill Portfolio invests is guaranteed in full by the United
States  Government.  An investment in Treasury Bill  Portfolio  shares is not so
guaranteed.

  The Versatile  Bond  Portfolio,  which  invests in a diversified  portfolio of
short-term  (remaining  maturity of 24 months or less) corporate bonds rated "A"
or higher  by  Standard  & Poor's.  The  Portfolio's  objective  is to earn high
current  income  for  the  Portfolio,  while  limiting  risk to  principal.  The
Versatile Bond Portfolio,  unlike most short-term bond funds, follows a dividend
policy that enables its net asset value per share to rise.

  The Aggressive Growth Portfolio, which invests in stocks and stock warrants of
U.S.  companies  selected  for high  profit  potential.  The  Aggressive  Growth
Portfolio's objective is to achieve high (greater than for the stock market as a
whole), long-term appreciation in the value of its shares.

  The Fund is a no-load  fund.  Each  shareholder  in the Fund  pays a  one-time
account  start-up fee of $35 to establish a Shareholder  Account  (regardless of
the number of Portfolios in which he invests), and a monthly account maintenance
fee of $1.50  (regardless  of the  number of  Portfolios  in which he  invests).
Investors  may purchase and redeem  shares in any  Portfolio  directly  from the
Fund, without payment of commission.

  The Fund intends to qualify each Portfolio as a "regulated investment company"
under the Internal  Revenue  Code, so that each  Portfolio  may pass  investment
income  and  capital  gains  through  to the  Portfolio's  shareholders  without
reduction  by federal  corporate  income tax.  The Fund has  adopted  additional
tax-planning policies with respect to its activities, which are intended for the
further benefit of its shareholders.

  This  Prospectus is designed to provide you with  information  that you should
know  before  investing  in any of the Fund's  Portfolios.  You should read this
entire document and retain it for future reference.

   
  A Statement of Additional  Information dated May 31, 1995, contains additional
information  about the Fund and has been filed with the  Securities and Exchange
Commission.  The Statement of Additional  Information is incorporated  herein by
reference  and is  available  without  charge  from the  Investor's  Information
Office, P.O. Box 5847, Austin, Texas 78763.
    

  THESE  SECURITIES  HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ADEQUACY OR ACCURACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>

                               TABLE OF CONTENTS


SUMMARY........................................................................3
FINANCIAL HIGHLIGHTS...........................................................8
OBJECTIVES AND POLICIES.......................................................16
     Tax Planning.............................................................16
     Dividends and Tax Planning...............................................16
THE FOUR PORTFOLIOS...........................................................16
     Permanent Portfolio......................................................16
     Treasury Bill Portfolio..................................................18
     Versatile Bond Portfolio.................................................18
     Aggressive Growth Portfolio..............................................19
     Risk Factors and Special Considerations................................. 19
ORGANIZATION AND MANAGEMENT...................................................21
     Investment Adviser.......................................................21
CONSULTANTS...................................................................23
DISTRIBUTIONS AND TAXES.......................................................23
COMPUTATION OF NET ASSET VALUES...............................................24
PURCHASE OF SHARES FROM THE FUND..............................................25
REDEMPTION OF SHARES BY THE FUND..............................................25
     Written Redemption Requests..............................................25
     Telephone Redemption Requests............................................25
     Redemption Limitations...................................................26
SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES...................................26
     Portfolio Switching......................................................26
     Automatic Reinvestment...................................................27
     Systematic Withdrawal Program............................................27
     Individual Retirement Account Plan.......................................27
     Check Redemptions -- Treasury Bill Portfolio and 
     Versatile Bond Portfolio Only............................................27
     Limitations..............................................................28
SERVICE CHARGES...............................................................28
CUSTODIAN, TRANSFER AGENT AND DIVIDEND-DISBURSING AGENT.......................29
REPORTS.......................................................................29
    Advertising...............................................................29

<PAGE>

SUMMARY 
   This Summary describes the features of an investment in the Fund. Please read
the entire Prospectus for more complete information before you invest.

Major Features

..  Four Portfolios to choose from:
         1.  Permanent Portfolio
         2.  Treasury Bill Portfolio
         3.  Versatile Bond Portfolio
         4.  Aggressive Growth Portfolio

..  A separate investment policy for each Portfolio.
..  Dividends and capital gain distributions (if any) paid annually.
..  Tax planning with respect to the Portfolio's  activities,  for the benefit of
   its shareholders.
..  IRA Plan.
..  $1,000 minimum initial investment in any Portfolio.
..  $100 minimum additional investment in any Portfolio.
..  No redemption or commission charge to redeem shares directly with the Fund.


Optional Services and Charges---------------------------------------------------

Telephone   redemptions..................No   charge;   no   minimum redemption
                                         size; no limit to the number of 
                                         telephone redemptions.


Portfolio switching......................$5.00 per switch; no limit to the 
                                         number or frequency of switches.

Automatic reinvestment...................No charge.

Check redemptions.......................$1.00 per check; no minimum check size;
(Treasury Bill Portfolio and             no limit to the number of check 
 Versatile Bond Portfolio only)          redemptions.

Systematic withdrawal plan.......... ....No charge.

Assistance from the Investor's
Information Office at 1-800-531-5142.....No charge.

<PAGE>


The Fund

  The Fund is a no-load,  diversified  management  investment company; it issues
shares in its Permanent  Portfolio,  Treasury  Bill  Portfolio,  Versatile  Bond
Portfolio  and  Aggressive  Growth  Portfolio,  and redeems  those shares upon a
shareholder's request to the Fund's Transfer Agent. See "Redemption of Shares by
the Fund."

  Investors  may  invest in any one or in any  combination  of the  Fund's  four
Portfolios.  An  investor  who  wishes  to  "switch"  all  or a  portion  of his
investment from one Portfolio to another may do so at any time. See "Shareholder
Account Services and Privileges -- Portfolio Switching."

Investment and Tax Planning

  The Fund was  designed to provide its  shareholders  with a flexible  tool for
their investment and tax planning.  In furtherance of that purpose,  each of the
Fund's  four  Portfolios  has its own  particular  investment  policy,  and each
Portfolio may be purchased through an IRA Plan sponsored by the Fund.

  Each  Portfolio,  to the extent  consistent  with its  investment  objectives,
arranges its  investments  to favor  opportunities  for  appreciation  and holds
appreciated  investments  for at least the minimum period  required for sales of
investments to qualify for long-term capital gain treatment.  In addition,  each
Portfolio  distributes  its investment  income to its  shareholders as per-share
dividends only once a year and only to the extent necessary for the Portfolio to
qualify for treatment as a regulated  investment  company under  Subchapter M of
the Internal  Revenue Code of 1986, as amended,  and to avoid corporate  federal
income tax.  (If a Portfolio  were to  distribute  less than the minimum  amount
required  for any  year,  which the Fund  considers  unlikely,  it would  become
subject to federal income tax for that year.) This dividend  policy may lessen a
shareholder's  tax burden by deferring  recognition  of taxable income and/or by
permitting a greater portion of the shareholder's  total return to be recognized
as a capital gain on a redemption rather than as dividends, which are taxable as
ordinary income. In the case of shares that pass to a shareholder's estate, this
dividend policy may eliminate income tax on a portion of the shareholder's total
return.  For shareholders  holding their shares in a Portfolio  continuously for
longer than one year,  the tax  advantages to be achieved  from the  Portfolio's
dividend  policy will vary  depending on the amount and timing of redemptions of
shares  by  the  Portfolio's   shareholders  in  general.  See  "Objectives  and
Policies," "The Four Portfolios" and "Distributions and Taxes."

Four Portfolios

  The Fund's Permanent  Portfolio  invests a fixed Target  Percentage of its net
assets in gold,  silver,  Swiss franc assets,  stocks of real estate and natural
resource  companies,  aggressive  growth stocks,  and dollar assets such as U.S.
Treasury bills and bonds. The Permanent Portfolio's objective is to preserve and
increase the  purchasing  power value of its shares over the long term.  Even if
the Permanent  Portfolio  does achieve its objective  over the long term, it may
suffer substantial  short-term losses from time to time, since investment prices
generally  respond to changes in the pattern of  inflation  with lags and delays
that are impossible to foresee.

  The Fund's Treasury Bill Portfolio  invests in short-term U.S. Treasury bills,
and also may invest in U.S. Treasury bonds and notes having a remaining maturity
of thirteen months or less. The Treasury Bill  Portfolio's  objective is to earn
high current income for the Portfolio,  consistent with safety of principal. The
Treasury Bill Portfolio,  unlike most money market funds (which distribute their
investment  income  daily and  maintain a constant  net asset  value per share),
follows a dividend policy that allows its net asset value per share to rise.

  The Fund's  Versatile  Bond  Portfolio  invests in a diversified  portfolio of
corporate  bonds rated "A" or higher by Standard & Poor's and having a remaining
maturity of 24 months or less. The Portfolio's objective is to earn high current
income for the Portfolio,  while  limiting risk to principal.  The Portfolio was
designed  to provide its  shareholders  with a  versatile  instrument  for their
investment  and tax planning.  Prices of short-term  corporate  bonds  fluctuate
somewhat  in  response  to  changes in  prevailing  interest  rates;  such price
movements  generally  are  much  smaller  than  fluctuations  in the  prices  of
long-term  corporate,  municipal or U.S.  Treasury  bonds.  The  Versatile  Bond
Portfolio,  unlike most  short-term  bond funds,  follows a dividend policy that
allows its net asset value per share to rise.

  The Fund's Aggressive Growth Portfolio invests in stocks and stock warrants of
U.S. companies  selected for high profit potential,  such as stocks of companies
in high technology  industries,  companies developing or exploiting new products
or services,  and  companies  whose shares are valued  primarily  for  potential
growth in  earnings,  dividends  or asset  values.  While such  investments  are
expected to appreciate  more rapidly than stock market  investments  in general,
they also are subject to greater risk, especially during periods when the prices
of U.S. stock market investments in general are declining.

  There  is, of  course,  no  assurance  that any  Portfolio  will  achieve  its
objective. In addition, please see "Risk Factors and Special Considerations" for
a description  of  investments  held by each  Portfolio and the risks that would
attend an isolated investment in any one of those investments.

  The Fund's  Board of Directors  believes  that these risks are reduced for the
Permanent  Portfolio by combining the selected  investments of that Portfolio in
accordance  with its  Target  Percentages.  Please see "The Four  Portfolios  --
Permanent   Portfolio."   The  Permanent   Portfolio  also  invests  in  foreign
securities;   see  "Risk   Factors   and  Special   Considerations   --  Foreign
Investments."

Investing in the Fund
  Investors  may  establish  a  Shareholder  Account by sending a check  ($1,000
minimum for each  Portfolio in which you invest),  together  with a  Shareholder
Account Application, to the Fund's Transfer Agent, Mutual Funds Service Company,
P.O. Box 2798, Boston,  Massachusetts 02208; please see "Purchase of Shares from
the Fund." Eligible  investors may invest through the Fund's IRA Plan.  Existing
shareholders  may reinvest  dividends  and capital gain  distributions,  if any,
through the Fund's Automatic  Reinvestment  feature.  See  "Shareholder  Account
Services and Privileges -- Automatic Reinvestment."

Redemption
  A shareholder may voluntarily redeem any or all of the shares he has purchased
in a Portfolio at that  Portfolio's  net asset value next  determined  following
receipt of a  properly  completed  redemption  request  by the  Transfer  Agent.
Redemption  requests may be made in writing or by telephone.  See "Redemption of
Shares by the Fund -- Telephone  Redemption  Requests."  The cash  proceeds of a
telephone  redemption will be sent to the shareholder's  individual bank account
by  check  (via  first  class  mail),  or by  bank-to-bank  wire  if  requested.
Shareholders  also may redeem shares in the Treasury  Bill  Portfolio and in the
Versatile Bond Portfolio by writing a redemption  check.  In addition,  the Fund
offers a Systematic Withdrawal Program whereby shareholders may receive periodic
payments of a fixed  amount.  The Fund reserves a limited right to redeem shares
in the Permanent Portfolio in kind; see "Risk Factors and Special Considerations
- -- Target Percentages and In-Kind Redemptions."

  Shareholders  may redeem shares in one Portfolio and  simultaneously  reinvest
the  proceeds  in  another  Portfolio  by  means  of  a  Portfolio  Switch.  See
"Shareholder Account Services and Privileges -- Portfolio Switching."

Investment Advisory Contract
  World Money Managers is the Fund's Investment Adviser. Its sole business since
being  organized in 1981 has been  advising  mutual  funds.  The Fund pays World
Money Managers an advisory fee at the following annual rate:

   (i)for each  Portfolio,  1/4 of 1% (0.250%) of the first $200  million of the
      Portfolio's average daily net assets; plus

   
  (ii)for the Fund as a whole,  7/8 of 1% (0.875%) of the first $200  million of
      the Fund's average daily net assets; 13/16 of 1% (0.813%) of the next $200
      million of the Fund's average daily net assets;  3/4 of 1% (0.750%) of the
      next $200 million of the Fund's average daily net assets;  and 11/16 of 1%
      (0.688%) of the Fund's average daily net assets in excess of $600 million,
      such fee for the Fund as a whole to be allocated  among the  Portfolios in
      proportion to their net assets.

  While the  advisory  fee is higher than the fees of most other  mutual  funds,
World Money Managers absorbs  substantially all of the Fund's ordinary operating
and distribution  expenses. In addition,  the Investment Adviser has voluntarily
agreed to  waive,  for at least  the  current  calendar  year,  portions  of the
advisory fee allocable to the Treasury Bill  Portfolio and to the Versatile Bond
Portfolio to the extent that either  Portfolio's  total  advisory fee  otherwise
would exceed an annual rate of 5/8 of 1%  (0.625%),  in the case of the Treasury
Bill  Portfolio,  or 3/4 of 1%  (0.750%),  in the  case  of the  Versatile  Bond
Portfolio, of the respective Portfolio's average daily net assets.
    

  Investors  in the  Fund  pay a  one-time  account  start-up  fee of $35 to the
Investment  Adviser  and may invest in more than one  Portfolio  without  paying
additional  account  start-up  fees.  Each investor also pays a monthly  account
maintenance  fee of $1.50,  to offset the cost of  maintaining  his  Shareholder
Account.  The maintenance fee does not apply to the IRA Account of a shareholder
who also maintains a regular  Shareholder Account with the Fund with exactly the
same name and address.

Pro-Forma Expense Table
Shareholder Transaction Expenses
    One-time account start-up fee.........................................$35.00
    Optional services:
        Exchange fee (Portfolio switching).....................$ 5.00 per switch
        Check redemptions (Treasury Bill Portfolio and 
        Versatile Bond Portfolio only).........................$ 1.00  per check
        Bank-to-bank wire transfer........................................$ 8.00
<PAGE>

Annual Fund  Operating  Expenses  (shown as a  percentage  of average  daily net
assets):

<TABLE>
<CAPTION>
   
                                                            Treasury                            Aggressive
                                          Permanent           Bill            Versatile Bond      Growth
                                          Portfolio         Portfolio           Portfolio        Portfolio
                                          ---------         ---------         --------------    -----------
<S>                                         <C>                <C>                  <C>           <C>
Management fees (after fee waiver)          1.13%              .63%                 .75%          1.13%
Other operating expenses                     .19%              .19%                 .11%           .10%
Account maintenance fees                     .07%              .07%                 .07%           .07%
                                            -----              ----                 ----          -----
Total operating expenses                    1.39%              .89%                 .93%          1.30%
                                            =====              ====                 ====          =====
    
   Example*:  A $1,000  investment  in each  Portfolio  would bear the following
expenses,  assuming (i) a 5% annual  return,  and (ii)  redemption at the end of
each time period:
<CAPTION>
   
                                                           Treasury                             Aggressive
                                          Permanent          Bill             Versatile Bond     Growth
                                          Portfolio        Portfolio             Portfolio      Portfolio
                                          ---------        ---------          --------------   -----------
              <S>                           <C>               <C>                   <C>           <C>
              1 Year                        $ 49              $ 44                  $44           $ 48
              3 Years                       $ 78              $ 63                  $64           $ 75
              5 Years                       $109              $ 83                  $85           $104
             10 Years                       $196              $141                  $146          $187
    
                               
</TABLE>

  *The  pro  forma  examples  given  above  are  constructed  and set  forth  in
conformity with Federal securities laws and regulations  uniformly applicable to
all  mutual  funds.  Actual  expenses  per  $1,000  invested  in  the  Fund  are
substantially less than indicated in the pro forma examples because:

  (i) An investor pays the $35 one-time  account start-up fee only once, even if
he invests in all  Portfolios,  and even if he invests  both in his own name and
through the Fund's IRA Plan;

  (ii) An investor pays the $1.50  monthly  account  maintenance  fee only once,
even if he invests  in all  Portfolios,  and even if he invests  both in his own
name and through the Fund's IRA Plan; and

   (iii)  The  account  start-up  fee and  the  account  maintenance  fee do not
increase  even if an investor  invests much more than the $1,000  assumed in the
pro forma examples. See "Service Charges."

   
  The  purpose  of  the  table  above  is to  assist  prospective  investors  to
understand the various costs and expenses that an investor in the Fund will bear
directly or indirectly.  Since the Investment  Adviser has agreed voluntarily to
waive a portion of its advisory fee with respect to the Treasury Bill  Portfolio
and the Versatile Bond Portfolio,  the investment advisory  (management) fee for
those  Portfolios  are .63% and .75%,  respectively,  instead of 1.13%,  and the
total operating expenses are .89% and .93%, respectively. The ratios of expenses
(including  investment  advisory  fees) to  average  daily  net  assets  for the
Permanent Portfolio,  the Treasury Bill Portfolio,  the Versatile Bond Portfolio
and the Aggressive  Growth Portfolio for the last fiscal year were 1.32%,  .82%,
..86% and 1.23%,  respectively.  See  "Organization  and Management -- Investment
Adviser."  Shareholders  in the Fund do not pay any  front-end  sales charges or
distribution  fees  on  their  investment.  The  examples  shown  should  not be
considered  representations of past or future expenses,  and actual expenses may
be greater or lesser than those shown.
    

Consultants  
   The Fund and the  Investment  Adviser have retained  Harry Browne and Douglas
Casey as  consultants.  The consultants are available to the Fund's officers for
discussion on general economic conditions and other matters;  they do not advise
the Fund or the Investment Adviser on the selection of specific investments.

Transfer Agent
  The Fund has retained Mutual Funds Service Company as its transfer agent.  The
Fund's management  believes that the Transfer Agent is well qualified to provide
shareholders with service that is timely, accurate and exceptionally  efficient.
You may contact the Transfer Agent to inquire about your Shareholder  Account or
about the  processing  of your  purchase  and  redemption  requests  by  calling
1-800-341-8900  (from  Massachusetts,  1-617-557-8000)  or by  writing to Mutual
Funds Service Company, P.O. Box 2798, Boston,  Massachusetts 02208.  
<PAGE>

Information Office
  The Investor's Information Office (the "Information Office") is made available
by  the  Investment  Adviser  for  the  convenience  of  Fund  shareholders.   A
shareholder  or other  interested  investor  may  obtain a  current  prospectus,
Shareholder  Account   Application,   IRA  Plan  booklet  and  forms  and  other
informational  material by calling the Information  Office at  1-800-531-5142 or
1-512-453-7558 or by writing to the Information  Office,  P.O. Box 5847, Austin,
Texas 78763 (telecopier (FAX) 1-512-453-2015).

  After you have read the Prospectus,  please contact the Information  Office if
you have any  questions  about the policies or  objectives  of any of the Fund's
Portfolios.  The experienced  personnel at the  Information  Office will welcome
your inquiry.
<PAGE>

   
FINANCIAL HIGHLIGHTS

   Data for each  share of the  Permanent  Portfolio  outstanding  for the years
ended  January  31,  1986  through  1995,  for each share of the  Treasury  Bill
Portfolio  outstanding  for the period ended  January 31, 1988 and for the years
ended  January 31,  1989  through  1995,  for each share of the  Versatile  Bond
Portfolio  outstanding  for the period ended  January 31, 1992 and for the years
ended January 31, 1993 through 1995, and for each share of the Aggressive Growth
Portfolio  outstanding  for the period ended  January 31, 1991 and for the years
ended January 31, 1992 through 1995, is set forth below.  The information in the
financial  highlights  tables for each of the Portfolios  through the year ended
January 31, 1994 has been  audited by Ernst & Young LLP,  Independent  Auditors,
and for the year ended January 31, 1995, by KPMG Peat Marwick LLP, whose reports
thereon are included as exhibits to the Fund's Post  Effective  Amendment No. 19
to its Registration  Statement on Form N-1A. The report of KPMG Peat Marwick LLP
for the year ended January 31, 1995 contains an explanatory  paragraph  relating
to the regulatory  matters described on page 21 of this Prospectus and indicates
that the ultimate  outcome of such matters is not presently  determinable.  This
report is available without charge from the Investor's Information Office.

Financial highlights for the Permanent Portfolio
For each share of capital stock outstanding throughout each fiscal year:

<TABLE>

<CAPTION>
                                                Year ended        Year ended           Year ended         Year ended
                                           January 31, 1995     January 31, 1994      January 31, 1993   January 31, 1992
                                           ----------------     ----------------      ----------------   ----------------
<S>                                            <C>                 <C>                   <C>                <C>         
Net asset value, beginning of year             $   17.55           $   15.36             $  15.21           $  15.10
                                               ---------           ---------             --------           --------
  Income from investment operations:
    Net investment income  ................          .64                 .44                  .49                .51
    Net realized and unrealized gains
      or losses on investments  ...........        (1.46)               1.99                 (.05)               .51
                                               ---------           ---------             --------           --------
      Total income or loss from
        investment operations                       (.82)               2.43                  .44               1.02

  Less distributions from:
    Net investment income  ................         (.22)               (.24)                (.29)              (.91)
    Net realized gain on investments  .....            -                   -                    -                  -
                                               ---------           ---------             --------           --------
      Total distributions                           (.22)               (.24)                (.29)              (.91)
                                               ---------           ---------             --------           --------

Net asset value, end of year                   $   16.51           $   17.55             $  15.36           $  15.21
                                               =========           =========             ========           ========

Total return (1)  .........................      (4.65)%              15.86%                2.93%              7.01%

Ratios/supplemental data:
  Net assets, end of year (in thousands)       $  71,610           $  79,043             $ 65,937           $ 72,312
                                               =========           =========             ========           ========


  Ratio of expenses to average net assets..        1.32%               1.21%                1.25%              1.27%
  Ratio of net investment income
     to average net assets ................        2.63%               2.66%                3.20%              3.29%
  Portfolio turnover rate .................       31.24%              49.51%               70.77%              8.01%

<FN>

(l)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>

</TABLE>


<PAGE>


























<TABLE>
<CAPTION>
     Year ended         Year ended        Year ended           Year ended             Year ended          Year ended
   January 31, 1991  January 31, 1990   January 31, 1989     January 31, 1988       January 31, 1987     January 31, 1986
   ----------------  ----------------   ----------------     ----------------       ----------------     ----------------
      <C>               <C>                <C>                  <C>                    <C>                  <C>      
      $   15.57         $   15.00          $    14.71           $    13.66             $    11.88           $   10.82
      ---------         ---------          ----------           ----------             ----------           ---------

            .64               .57                 .46                  .37                    .33                 .33

           (.63)                -                (.15)                 .80                   1.45                 .73
      ---------         ---------          ----------           ----------             ----------           ---------

            .01               .57                 .31                 1.17                   1.78                1.06


           (.48)                -                  -                    -                       -                   -
              -                 -                (.02)                (.12)                     -                   -
      ---------         ---------          ----------           ----------             ----------           ---------
           (.48)                -                (.02)                (.12)                     -                   -
      ---------         ---------          ----------           ----------             ----------           ---------

      $   15.10         $   15.57          $    15.00           $    14.71             $    13.66           $   11.88
      =========         =========          ==========           ==========             ==========           =========

           .15%             3.80%               2.11%                8.58%                 14.98%               9.80%


      $  80,542         $  93,663          $   97,475           $   90,177             $   72,523           $  72,941
      =========         =========          ==========           ==========             ==========           =========


          1.36%             1.17%               1.17%                1.15%                  1.17%                .90%

          4.22%             3.80%               3.00%                2.53%                  2.51%               3.00%
         31.58%            61.44%              23.87%               21.97%                 30.89%              17.10%

</TABLE>

<PAGE>


<TABLE>

Financial highlights for the Treasury Bill Portfolio
For each share of capital stock outstanding throughout each fiscal period:

<CAPTION>
                                                                     Year ended        Year ended         Year ended
                                                                   January 31, 1995  January 31, 1994  January 31, 1993
                                                                   ----------------  ----------------  ----------------
<S>                                                                   <C>               <C>              <C>
Net asset value, beginning of period                                  $    64.81        $    64.45        $    64.99
                                                                      ----------        ----------        ----------
  Income from investment operations:
    Net investment income (2)  ...............................              2.65              1.53              1.68
    Net realized and unrealized gains or losses on investments (3)          (.39)             (.09)              .19
                                                                      ----------        ----------        ----------
      Total income from investment operations                               2.26              1.44              1.87

  Less distributions from:
    Net investment income  ...................................              (.67)            (1.08)            (2.41)
                                                                      ----------        ----------        ----------
      Total distributions                                                   (.67)            (1.08)            (2.41)
                                                                      ----------        ----------        ----------

Net asset value, end of period                                        $    66.40        $    64.81        $    64.45
                                                                      ==========        ==========        ==========

Total return (4) .............................................             3.49%             2.24%             2.89%

Ratios/supplemental data:
  Net assets, end of period (in thousands)  ..................        $  121,666        $  133,970        $  179,888
                                                                      ==========        ==========        ==========
  Ratio of expenses to average net assets (2)  ...............              .82%              .72%              .73%
  Ratio of net investment income to average net assets  ......             3.57%             2.46%             2.97%
  Portfolio turnover rate  ...................................              None              None              None


<FN>

* Computed on an annualized basis.

(l)  The Treasury Bill Portfolio commenced  investment  operations September 21,
     1987.
(2)  Due to the waiver of advisory fees and,  effective  January 1, 1991 through
     January 31, 1994,  distribution  expenses, the ratio of expenses to average
     net assets was  reduced by .50% for the year  ended  January  31,  1995 and
     .49%, .47%, .48%, .47%, .62%, .62% and .65% for the years ended January 31,
     1994,  1993,  1992,  1991,  1990 and 1989 and the period ended  January 31,
     1988,  respectively.  Without this waiver,  the net  investment  income per
     share would have been $2.12 for the year ended  January 31, 1995 and $1.04,
     $1.28,  $2.85,  $3.85,  $3.96, $3.00 and $1.33 for the years and the period
     then ended.
(3)  Per share net realized and unrealized  gains or losses on  investments  may
     not correspond with the change in aggregate  unrealized gains and losses in
     the Portfolio's  securities  because of the timing of sales and repurchases
     of the Portfolio's  shares in relation to fluctuating market values for the
     Portfolio.
(4)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>

</TABLE>



<PAGE>




<TABLE>

<CAPTION>

     Year ended              Year ended                Year ended             Year ended                 Period ended
  January 31, 1992         January 31, 1991         January 31, 1990         January 31, 1989          January 31, 1988(1)
  ----------------         ----------------         ----------------         ----------------          -------------------
     <C>                      <C>                      <C>                      <C>                      <C>
     $    63.11               $    59.35               $   54.91                $   51.54                 $    50.00
     ----------               ----------               ---------                ---------                 ----------

           3.26                     4.20                    4.36                     3.38                       1.55
           (.08)                    (.01)                    .08                      .02                       (.01)
     ----------               ----------               ---------                ---------                 ----------
           3.18                     4.19                    4.44                     3.40                       1.54


          (1.30)                    (.43)                      -                     (.03)                         -
     ----------               ----------               ---------                ---------                 ----------
          (1.30)                    (.43)                      -                     (.03)                         -
     ----------               ----------               ---------                ---------                 ----------

     $    64.99               $    63.11               $   59.35                $   54.91                 $    51.54
     ==========               ==========               =========                =========                 ==========

          5.05%                    7.06%                   8.09%                    6.60%                      4.48%*


     $  320,382               $  207,889               $  61,056                $  31,370                 $    6,475
     ==========               ==========               =========                =========                 ==========
           .73%                     .83%                    .54%                     .54%                       .50%*
          4.87%                    6.74%                   7.87%                    6.70%                      5.32%*
           None                     None                    None                     None                       None

</TABLE>
<PAGE>



<TABLE>

Financial highlights for the Versatile Bond Portfolio
For each share of capital stock outstanding throughout each fiscal period:
<CAPTION>
                                              Year ended           Year ended           Year ended         Period ended
                                           January 31, 1995     January 31, 1994      January 31, 1993  January 31, 1992 (1)
                                           ----------------     ----------------      ----------------  --------------------
<S>                                              <C>                <C>                  <C>                <C>      
Net asset value, beginning of period             $  54.76           $   53.63            $    50.58         $   50.00
                                                 --------           ---------            ----------         ---------

  Income from investment operations:
    Net investment income (2)  ...............       2.12                1.87                  2.06              2.51
    Net realized and unrealized gains
      or losses on investments (3)  ..........       (.63)               (.04)                 1.00             (1.93)
                                                 --------           ---------            ----------         ---------
      Total income from investment operations        1.49                1.83                  3.06               .58

  Less distributions from:
    Net investment income  ...................      (1.33)               (.70)                 (.01)                -
    Net realized gain on investments  ........       (.02)                  -                     -                 -
                                                 --------           ---------            ----------         ---------
      Total distributions                           (1.35)               (.70)                 (.01)                -
                                                 --------           ---------            ----------         ---------

Net asset value, end of period                   $  54.90           $   54.76            $    53.63         $   50.58
                                                 ========           =========            ==========         =========

Total return (4)  ............................      2.74%               3.42%                 6.05%             3.33%*

Ratios/supplemental data:
  Net assets, end of period (in thousands)....   $ 22,229           $  35,682            $   23,217         $     596
                                                 ========           =========            ==========         =========

  Ratio of expenses to average net assets (2).       .86%                .89%                  .89%             1.07%*
  Ratio of net investment income
    to average net assets  ...................      3.84%               3.46%                 3.86%             4.00%*
  Portfolio turnover rate  ...................     74.62%              75.05%               224.95%           600.99%*


<FN>

* Computed on an annualized basis.

(l)  The Versatile Bond Portfolio commenced  investment  operations November 12,
     1991.

(2)  Due  to  the  waiver  of  advisory  fees  and  through  January  31,  1994,
     distribution  expenses,  the ratio of  expenses  to average  net assets was
     reduced by .36% for the year ended January 31, 1995 and .39%, .41% and .43%
     for the years ended January 31, 1994, 1993 and the period ended January 31,
     1992,  respectively.  Without this waiver,  the net  investment  income per
     share would have been $1.84 for the year ended  January 31, 1995 and $1.57,
     $1.77 and $2.13 for the years and the period then ended.

(3)  Per share net realized and unrealized  gains or losses on  investments  may
     not correspond with the change in aggregate  unrealized gains and losses in
     the Portfolio's  securities  because of the timing of sales and repurchases
     of the Portfolio's  shares in relation to fluctuating market values for the
     Portfolio.

(4)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>





<PAGE>























































                      This page intentionally left blank.
<PAGE>




<TABLE>

Financial  highlights  for the  Aggressive  Growth  Portfolio
For each share of capital stock outstanding throughout each fiscal period:
<CAPTION>
                                                                Year ended                     Year ended
                                                             January 31, 1995                January 31, 1994
                                                             ----------------                ----------------
<S>                                                              <C>                            <C>
Net asset value, beginning of period                             $    32.56                     $   26.63
                                                                 ----------                     ---------

  Income from investment operations:
    Net investment income (loss)  ............................         (.01)                          .01
   Net realized and unrealized gains
    or losses on investments  ................................         (.89)                         6.41
                                                                 ----------                     ---------
      Total income or loss from investment operations                  (.90)                         6.42

  Less distributions from:
    Net investment income  ...................................         (.03)                         (.02)
    Net realized gain on investments  ........................         (.02)                         (.47)
                                                                 ----------                     ---------
      Total distributions                                              (.05)                         (.49)
                                                                 ----------                     ---------

Net asset value, end of period                                   $    31.61                     $   32.56
                                                                 ==========                     =========

Total return (2)  .............................................     (2.75)%                        24.25%

Ratios/supplemental data:
 Net assets, end of period (in thousands)  ....................  $    6,758                     $   7,201
                                                                 ==========                     =========

 Ratio of expenses to average net assets ......................       1.23%                         1.20%
 Ratio of net investment income (loss) to average net assets...      (.04)%                          .02%
 Portfolio turnover rate ......................................      26.29%                        29.83%

<FN>

* Computed on an annualized basis.

(l)  The Aggressive  Growth Portfolio  commenced  investment  operations May 16,
     1990.

(2)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>


<PAGE>






<TABLE>

<CAPTION>
    Year ended                                    Year ended                                       Period ended
  January 31, 1993                             January 31, 1992                                  January 31, 1991(1)
  ----------------                             ----------------                                  -------------------
     <C>                                          <C>                                              <C>
     $   22.77                                    $    18.35                                       $      20.00
     ---------                                    ----------                                        -----------


           .02                                           .06                                                .13

          4.44                                          4.38                                              (1.78)
     ---------                                    ----------                                        -----------
          4.46                                          4.44                                              (1.65)


          (.13)                                         (.02)                                                 -
          (.47)                                            -                                                  -
     ---------                                    ----------                                        -----------
          (.60)                                         (.02)                                                 -
     ---------                                    ----------                                        -----------

     $   26.63                                    $    22.77                                       $      18.35
     =========                                    ==========                                       ============

        19.77%                                        24.21%                                            (8.25)%*


     $   3,596                                    $    2,577                                       $      1,151
     =========                                    ==========                                       ============

         1.12%                                         1.18%                                              1.07%*
          .12%                                          .23%                                               .64%*
        25.62%                                        53.18%                                             36.88%*
    

</TABLE>

<PAGE>


OBJECTIVES AND POLICIES
  Each of the  Fund's  Portfolios  has  its  own  objectives  and  policies,  as
explained below. The Fund itself is designed to provide its shareholders  with a
flexible tool for their investing and tax planning.  (Investors should note that
the Fund neither  intends nor attempts to engage in tax planning for  individual
shareholders).

  To further its shareholders' individual investment programs, the Fund includes
four separate and distinct  Portfolios,  each with its own investment  policy. A
shareholder  may select a Portfolio or  Portfolios  in  accordance  with his own
financial  objectives,  and he may switch all or a portion of his  investment(s)
from one Portfolio to another whenever he wishes.

Tax Planning
  To further its shareholders' tax-planning,  the Fund sponsors an IRA Plan, and
the Fund's four  Portfolios  have  adopted  policies  intended to reduce the tax
burden to their  shareholders  of any realized income or capital gains earned by
the Fund. There is no assurance that such policies will be successful, nor is it
possible  to predict  the extent to which a  shareholder's  tax burden  would be
reduced by a successful application of the policies.

  Each of the Fund's  Portfolios,  to the extent  consistent with its investment
objectives, follows a policy of holding appreciated investments for at least the
minimum  period  required  for sales of  investments  to qualify  for  long-term
capital  gain  treatment.  This  policy can  enable a  Portfolio  to  distribute
investment  profits in the form of capital gains,  which for shareholders in the
maximum  federal tax  bracket  may be less  heavily  taxed than  dividends.  Any
Portfolio  may sell  investments  that have declined in value for the purpose of
offsetting taxable gain on investments that have appreciated in value.

  Each Portfolio also attempts, in furtherance of its objectives,  to manage its
investments in order to reduce its net taxable income and to favor opportunities
for asset  appreciation,  which would be free of current federal income taxation
to the Portfolio or its shareholders.  See  "Distributions and Taxes." 

Dividends and Tax Planning
  In addition,  each Portfolio  distributes  its net  investment  income and net
capital gains, if any, to its  shareholders  as per-share  dividends only once a
year and only to the extent necessary for the Portfolio to qualify for treatment
as a regulated  investment  company under  Subchapter M of the Internal  Revenue
Code and to avoid  corporate  federal  income tax. (Each  Portfolio  reduces the
amount of its  per-share  dividends  to the extent its  taxable  net  investment
income is distributed in the form of redemption  proceeds.) To the extent that a
Portfolio  successfully  executes this policy,  the tax liability of a long-term
shareholder or a shareholder who holds shares in the Portfolio on an ex-dividend
date may be  lessened  (to an extent  which the Fund  cannot  predict),  without
reducing the  shareholder's  total return  (dividends  plus  appreciation).  See
"Distributions and Taxes." 

THE FOUR PORTFOLIOS
   Each of the  Fund's  four  Portfolios  has its own  pool of  assets  and each
Portfolio has adopted its own  investment  policy.  

   Investors  who wish to invest all or a portion of their capital in a way that
does not  depend on any  particular  outcome  for the  economy  should  consider
purchasing shares in the Permanent  Portfolio.  Investors who wish to invest all
or a portion of their capital in a way that provides a current return (which may
be in the form of  dividends,  increases  in net asset value per share,  or some
combination of the two) and stability of principal  should  consider  purchasing
shares in the Treasury  Bill  Portfolio.  Investors  who wish to invest all or a
portion  of their  capital  for the high  current  return  that can be earned on
high-grade  corporate  bonds while  limiting risk to principal  should  consider
purchasing shares in the Versatile Bond Portfolio.  Investors who wish to invest
a portion of their capital to achieve high (greater than for the stock market as
a  whole),  long-term  appreciation  should  consider  purchasing  shares in the
Aggressive Growth Portfolio.

  Investors may switch all or a portion of their investment in the Fund from one
Portfolio to another at any time.

  Solely  for the  purpose  of  holding  overnight  cash  balances  (but not for
investment  purposes),  the Fund may hold investments up to 7 days in short-term
U.S. Treasury  securities or enter into repurchase  agreements for U.S. Treasury
securities  with  commercial  banks and  securities  broker-dealers,  in amounts
ordinarily  not to exceed 3% of the Fund's net assets,  or 4% if the  repurchase
agreement is entered into with the Fund's Custodian, State Street Bank and Trust
Company.

   Except as indicated otherwise, the investment policies and objectives of each
Portfolio,  as described  below,  are  fundamental.  A  Portfolio's  fundamental
investment  policy or  objective  can be changed only by a vote of a majority of
the Portfolio's outstanding shares.

Permanent Portfolio
  The  objective  of the  Permanent  Portfolio  is to preserve  and increase the
"purchasing  power"  value of its  shares  over the long  term.  This goal would
require the price of shares in the  Permanent  Portfolio to rise at a rate equal
to or greater than the rate of general  price  inflation  (or, in the event of a
deflation in the economy,  it would require the price of shares in the Permanent
Portfolio  to  resist  the  decline  in the  general  level of  prices).  If the
Permanent  Portfolio succeeds in meeting its objective,  the amount of goods and
services that can be purchased with an amount of money  equivalent to a share in
the Permanent Portfolio will hold steady (over the long term), or rise, and will
do so regardless of the course of inflation.

  Investors  should note that even if the Permanent  Portfolio  does achieve its
objective over the long term, it may suffer  substantial  short-term losses from
time to time,  since  investment  prices  generally  respond  to  changes in the
pattern of inflation with lags and delays that are impossible to foresee.

  The investment policy of the Permanent  Portfolio  reflects the opinion of its
management  that inflation  rates and other  economic  events cannot be forecast
with a high degree of  reliability  and that only  investors  who are willing to
embrace a high  degree  of risk  should  act on such  forecasts.  An  investment
vehicle such as the Permanent Portfolio, whose goals include the preservation of
purchasing power, should not depend on forecasts. Instead, it should acknowledge
a broad range of  economic  possibilities  and, in order to preserve  purchasing
power over the long term, should incorporate investments for each of them. For a
further discussion of the investment  strategy of the Permanent  Portfolio,  see
"Objectives and Policies -- Permanent  Portfolio -- Investment  Strategy" in the
Fund's Statement of Additional Information ("SAI").

   In pursuit of its objective of preserving and increasing the purchasing power
value of its shares,  the Permanent  Portfolio,  as its  fundamental  investment
policy,  invests a fixed  "Target  Percentage"  of its net assets in each of the
following categories:

Permanent Portfolio                              Target
Investment Category                          Percentage
Gold                                                20%
Silver                                               5%
Swiss franc assets                                  10%
Stocks of U.S. and foreign real estate
   and natural resource companies                   15%
Aggressive growth stocks                            15%
Dollar assets                                       35%
Total                                              100%

  The Fund will not alter the Permanent Portfolio's Target Percentages or change
the composition of its investment  categories without prior authorization by the
Portfolio's  shareholders.  The Permanent Portfolio  ordinarily will buy or sell
investments as needed to correct any discrepancy  between its actual holdings in
a  given  category  and  the  Target  Percentage  for  that  category  if such a
discrepancy  exceeds 1/10 of the Target Percentage.  The Portfolio's  management
does not attempt to anticipate  short-term changes in the general price level of
any investment  category.  Please see the SAI under  "Objectives and Policies --
Permanent  Portfolio --  Investment  Categories"  for a  discussion  of how each
investment category works to achieve the Permanent Portfolio's  objectives,  and
under  "Objectives  and  Policies  --  Strategic  Portfolio  Adjustments"  for a
discussion  of those  circumstances  that might  occasion  a delay in  portfolio
adjustments.

  The Permanent  Portfolio's "Gold" holdings consist of gold bullion and bullion
type coins such as, for example,  American  Eagle gold coins and Canadian  Maple
Leaf gold coins.

  The Permanent  Portfolio's  "Silver"  holdings  consist of silver  bullion and
bullion type coins.

  The Permanent  Portfolio's  "Swiss franc assets"  consist of deposits of Swiss
francs at Swiss and  non-Swiss  banks and the bonds and other  securities of the
federal government of Switzerland.

  The Permanent  Portfolio's "Stocks of U.S. and foreign real estate and natural
resource  companies"  consist  of  stocks  of  companies  whose  assets  consist
primarily of real estate (such as timberland,  ranching and farm land, raw land,
and land with  improvements and structures) and natural  resources (such as oil,
gas, coal, precious and non-precious metals).

  The Permanent  Portfolio's  "Aggressive  growth stocks" include stock warrants
and stocks of U.S.  companies  that are more volatile than the stock market as a
whole,  and  consist of the same types of  investments  in which the  Aggressive
Growth Portfolio may invest.
See "The Four Portfolios -- Aggressive Growth Portfolio."

  The Permanent  Portfolio's  "Dollar assets" include cash, U.S.  Treasury bills
and notes,  U.S.  Treasury bonds, and may include other U.S.  dollar-denominated
assets  such  as  the  obligations  of  U.S.  Government  agencies,   high-grade
short-term corporate bonds and banker's acceptances which, in the opinion of the
Fund's  management,  are secure enough to escape default even under deflationary
economic conditions.

  The assets in each of the  Permanent  Portfolio's  investment  categories  are
subject to certain risks.  See "Risk Factors and Special  Considerations"  below
and "Objectives and Policies -- Permanent Portfolio" in the SAI for a discussion
of those risks.

  Viewed in isolation,  some of the Permanent  Portfolio's  assets, such as gold
and stock warrants, would be considered highly speculative.  However, the Fund's
management  believes that the various investments are subject to different (and,
in some cases,  contrary) risks, so that the value of the Permanent  Portfolio's
investments in the aggregate  will be subject to less risk,  over the long term,
than the risk associated with any one of the investments taken by itself.

  It is the Permanent  Portfolio's  policy to arrange its investments,  whenever
feasible in keeping  within the Permanent  Portfolio's  Target  Percentages,  to
reduce the Portfolio's net taxable income and to favor  opportunities  for asset
appreciation.  To the extent  that this  policy is  successfully  executed,  the
Permanent  Portfolio's  net asset value per share will be greater  than it would
have been otherwise (since the amount of  distributions to shareholders  will be
less),  and the federal income tax liability  incurred by  shareholders  will be
reduced accordingly.

  The Permanent Portfolio follows the same tax planning and dividend policies as
the  Fund's  other   Portfolios.   These  policies  are  intended  to  lessen  a
shareholder's  tax liability  without reducing his total return  (dividends plus
appreciation). See "Objectives and Policies" and "Distributions and Taxes."

  An investment in the Permanent  Portfolio should be considered for the portion
of an investor's  long-term capital that the investor does not wish to expose to
the risks and  uncertainties  inherent  in  economic  forecasts  and  investment
predictions.

Treasury Bill Portfolio
  The  objective of the Treasury Bill  Portfolio is to earn high current  income
for the Portfolio, consistent with safety and liquidity of principal.

   
  The Treasury Bill Portfolio,  as its fundamental  investment  policy,  invests
exclusively in debt  obligations of the United States Treasury.  Ordinarily,  at
least 80% of the  Portfolio's  assets will  consist of U.S.  Treasury  bills and
notes; the balance of the assets may be invested in U.S. Treasury bonds having a
remaining  maturity  of thirteen  months or less.  The dollar  weighted  average
length to maturity of the Portfolio's investments will not exceed 90 days.
    

  The Treasury Bill  Portfolio  distributes  its net  investment  income and net
capital gains, if any, only to the extent necessary for the Portfolio to qualify
for  treatment  as a regulated  investment  company  under  Subchapter  M of the
Internal  Revenue Code and to avoid corporate  federal income tax. The Portfolio
reduces  the amount of its  per-share  dividends  to the extent its  taxable net
investment  income  is  distributed  in the form of  redemption  proceeds.  (The
Treasury Bill Portfolio's  dividend policy differs from the dividend policies of
most money  market funds in this  respect.) As a result of this policy,  the tax
liability of a long-term  shareholder  or a  shareholder  who holds shares on an
ex-dividend  date may be lessened (to an extent which the Fund cannot  predict),
without reducing the shareholder's  total return (dividends plus  appreciation).
The Treasury Bill Portfolio's  dividend policy permits the Portfolio's net asset
value per share to rise.

  An  investment  in the Treasury Bill  Portfolio  should be considered  for the
portion  of an  investor's  capital  for which the  investor  wishes to  provide
stability of principal  while earning a current return (which may be in the form
of dividends, increases in net asset value per share, or some combination of the
two). An investor may desire such  protection  because he is uncertain about the
future  course of investment  prices,  because he expects  investment  prices in
general  to  decline,  because  he  wishes  to make  greater  allowance  for the
possibility of economic deflation than does the Permanent Portfolio,  or because
he wishes to invest temporarily in a pool of liquid,  short-term securities with
an exceptionally low degree of risk. 

Versatile Bond Portfolio
  The objective of the Versatile  Bond  Portfolio is to earn high current income
for the Portfolio,  while limiting risk to principal. The Portfolio was designed
to provide its shareholders with a versatile instrument for their investment and
tax planning and may be suitable for investors in a variety of circumstances.

  The Versatile Bond Portfolio invests in high-grade, short-term corporate bonds
selected by the Investment Adviser for their ability to earn high current income
and for their ability to protect principal.

  In order to limit risk to principal  arising from  defaults by corporate  bond
issuers,  the Versatile Bond Portfolio  invests only in bonds that have earned a
rating of "A" or higher by  Standard  & Poor's  and which in the  opinion of the
Fund's  management are secure enough to escape  default even under  deflationary
economic  conditions.  "AAA,"  "AA" and "A" are the three  highest of Standard &
Poor's eleven bond rating categories and mean respectively that, in the judgment
of Standard & Poor's,  a bond's  capacity to pay interest and repay principal is
"extremely  strong," "very strong" or "strong." The Portfolio does not invest in
so-called  "junk bonds." The Portfolio  further  reduces risk by diversifying so
that  ordinarily  no more than 5% of the value of its assets is  invested in the
bonds of any one issuer and no more than 25% is invested in the bonds of issuers
in any one industry.

  The Portfolio  purchases only bonds with remaining  maturities of 24 months or
less,  in order to limit risk to principal  arising from changes in  open-market
interest rates. Prices of such short-term bonds tend to be much more stable than
prices of long-term corporate, municipal or U.S. Treasury bonds.

  The  Versatile  Bond  Portfolio  follows the same tax  planning  and  dividend
policies as the Fund's other Portfolios. These policies are intended to lessen a
shareholder's  tax liability  without reducing his total return  (dividends plus
appreciation). See "Objectives and Policies" and "Distributions and Taxes." Even
though the Versatile Bond Portfolio invests in short-term corporate bonds having
little potential for appreciation,  the Portfolio's  dividend policy permits the
Portfolio's net asset value per share to rise.

  An investment in the Versatile  Bond  Portfolio  should be considered  for the
portion  of an  investor's  capital  that he  wishes  to  protect  from  risk of
substantial  loss while earning a high current  return (which may be in the form
of dividends,  increases in net asset value per share or some combination of the
two). The Versatile  Bond  Portfolio may be especially  suitable for an investor
who wishes to defer federal  income tax liability for a portion of his return on
an investment with high current income. 

Aggressive Growth Portfolio
  The objective of the Aggressive  Growth  Portfolio is to achieve high (greater
than for the stock market as a whole),  long-term  appreciation  in the value of
the Portfolio's shares.

  The  Aggressive  Growth  Portfolio,   as  its  fundamental   policy,   invests
exclusively  in stocks and stock  warrants of U.S.  companies  selected for high
profit  potential.  The price  volatility of such  investments is expected to be
greater than the price  volatility  of the U.S.  stock  market as a whole.  Such
investments  may include  stocks of  companies  in high  technology  industries,
companies exploiting or developing new products or services, and companies whose
stock is valued primarily for appreciation potential rather than current income.
Stocks may be selected for purchase by the Aggressive  Growth Portfolio  because
they have a history of high  volatility or because the  companies  involved have
above-average  growth  in  income,  profits  or  sales.  The  Aggressive  Growth
Portfolio  intends  that,  at any one time,  it will hold  stocks  from at least
twelve  different  industry  groups  and  that  within  each  industry  group it
ordinarily  will  hold  the  stocks  of both  large  and  small  companies.  The
Aggressive  Growth Portfolio also purchases stock warrants,  which are long-term
options to purchase shares of stock at a fixed price.

  Ordinarily at least 60% of the Aggressive  Growth  Portfolio's  assets will be
invested in  securities  listed on the New York Stock  Exchange.  The  remaining
portion of the Portfolio's  assets will be invested in securities  listed on the
American  Stock  Exchange  or other  domestic  stock  exchange  or traded in the
over-the-counter market.

  The  Aggressive  Growth  Portfolio  will remain fully invested in stock market
investments at all times,  apart from incidental amounts of cash that ordinarily
do not exceed 3% of the Portfolio's net assets. Accordingly,  the success of the
Portfolio's  investment  policy  does not depend on  short-term,  market  timing
decisions by the Investment Adviser.

  The  Aggressive  Growth  Portfolio  follows the same tax planning and dividend
policies as the Fund's other Portfolios. These policies are intended to lessen a
shareholder's  tax liability  without reducing his total return  (dividends plus
appreciation). See "Objectives and Policies" and "Distributions and Taxes."

  An investment in the Aggressive  Growth Portfolio should be considered for the
portion of an investor's  capital for which the investor  seeks high,  long-term
appreciation.  Investors  should note that, while stocks owned by the Aggressive
Growth  Portfolio  are expected to  appreciate  in value more rapidly than stock
market investments in general, they also are subject to greater risk, especially
during periods when the prices of U.S.  stock market  investments in general are
declining. 

Risk Factors and Special Considerations
  Investors  should review carefully the risks,  significant  features and other
special considerations associated with an investment in the Fund.

  Gold. The  performance of the Permanent  Portfolio will be affected by changes
in the price of gold.  A decline  in the price of gold  would tend to reduce the
net asset value of shares in the Permanent Portfolio, although in some instances
this  tendency  could be offset by increases  in the price of other  investments
held by the Permanent Portfolio.

  The  market  for gold is  worldwide.  The price of gold is subject to the risk
that in any country  inflation or the  public's  expectation  of inflation  will
decline.  The price of gold also can be  depressed by  large-scale  sales of the
metal by the U.S.  or  foreign  governments,  by other  official  bodies,  or by
private parties;  by adverse economic conditions in countries where gold is held
by the general public;  and by governmental  prohibitions or restrictions on the
private ownership of gold.

   The  price of gold has been  subject  to  volatile  fluctuations  in the last
several  years.  

   Silver.  The  performance  of the  Permanent  Portfolio  will be  affected by
changes in the price of silver.

  Silver is subject to risks similar to those of gold and has shown even greater
price volatility than gold. In addition, because of the substantial but variable
demand for silver by industrial  users, the price of silver is likely to decline
in the event of any  actual  or  anticipated  decline  in the  general  level of
worldwide economic activity.

  Real  estate and natural  resource  company  stocks.  The  performance  of the
Permanent Portfolio will be affected by changes in the prices of real estate and
natural resource company stocks.

  The stocks of real  estate and natural  resource  companies  are  particularly
subject to irregular price fluctuations due to the nature of the assets owned by
the companies.  Any decline in the general level of prices of oil or real estate
would be  expected  to have an  adverse  impact  on  these  stocks.  The  Fund's
management  believes that the prices of such stocks are particularly  vulnerable
to  decline  in the event of  deflationary  economic  conditions,  and that such
stocks may be particularly profitable during periods of rising inflation.

  Aggressive  growth  stocks.  The  Permanent  Portfolio's  investments  in this
category, and all of the Aggressive Growth Portfolio's investments, are selected
for high profit  potential.  Such issues tend to appreciate  more than the stock
market as a whole during  periods  when stock prices in general are rising,  and
tend to decline in value more than the stock  market as a whole  during  periods
when stock prices in general are falling.  In addition,  those  Portfolios might
invest in  companies  with small  capitalization,  which tend to rely on smaller
product lines and customer bases than larger companies. Such companies therefore
can be expected to be more affected by changes in the economy in general.

   U.S. Treasury bills and bonds. The performance of the Permanent Portfolio and
the Treasury Bill Portfolio will be affected by changes in the prices and yields
of U.S. Treasury securities.

  Although U.S.  Treasury bonds are widely  considered to be free of any risk of
default,  their open-market  prices are affected by changes in the general level
of interest rates. Prices of existing U.S. Treasury securities tend to rise when
interest  rates are falling,  and tend to fall when  interest  rates are rising.
Price  fluctuations of long-term U.S.  Treasury bonds, such as the bonds held by
the Permanent Portfolio, can be as extensive as the price fluctuations of common
stocks.

  Prices of U.S. Treasury bills and other short-term U.S.  Treasury  securities,
including those held by the Treasury Bill Portfolio,  also fluctuate in response
to changes in interest rates. However, such fluctuations ordinarily are minimal.

  Short-term  bonds. The short-term  corporate bonds in which the Versatile Bond
Portfolio and the Permanent  Portfolio may invest are not guaranteed by the U.S.
government  or any  government  agency  and  hence are  subject  to some risk of
default.  The  Portfolio  protects  against  the risk of  default  (but does not
eliminate  it entirely) by  diversifying  its holdings and by investing  only in
bonds  with  remaining  maturities  of 24 months or less and that are rated "A,"
"AA" or "AAA" by  Standard & Poor's.  An "A" rating by  Standard & Poor's  means
that the bond has strong  capacity to pay interest and  principal  but is not as
strongly  protected  against the adverse effects of changes in circumstances and
economic  conditions as bonds rated "AA" or "AAA." As an additional  protection,
the Portfolio invests only in bonds that in the opinion of the Fund's management
are secure enough to escape default even under deflationary economic conditions.
Open-market prices of short-term  corporate bonds are affected by changes in the
general level of interest rates; such price fluctuations are small in comparison
with changes in prices of long-term corporate, municipal or U.S. Treasury bonds.
Corporate  bonds  also may be subject to  downward  changes in their  ratings by
Standard  & Poor's  and to  "call,"  or early  repayment,  at the  option of the
issuer.  The calling of a bond that is trading at a premium  over its face value
could result in a loss of the premium to the bondholder.

  Foreign  investments.  The Permanent  Portfolio may own investments  issued by
foreign  banks  and  governments  and may own  stock  in  foreign  companies  or
investments held outside the United States.

  Stock in  foreign  companies  may be held in the form of  American  Depository
Receipts (ADRs).  ADRs are certificates issued by a U.S. bank that represent the
right to receive  securities of a foreign company  deposited in the same bank or
in its  correspondent  bank.  In addition,  the Fund may direct its Custodian to
leave gold,  silver,  Swiss franc assets and other investments in the custody of
qualified foreign  sub-custodians.  The Fund may hold gold and silver bullion in
the form of claim accounts with foreign banks.

  In many foreign  markets there is less publicly  available  information  about
securities, including independent reports and ratings, than in U.S. markets, and
accounting and auditing  standards  often are less strict and less reliable than
in the U.S.

  Many foreign  stock  markets are not as developed or efficient as those in the
United  States,  and  securities of some foreign  issuers may be less liquid and
more volatile than securities of comparable United States companies. In general,
there is less overall  governmental  supervision  and  regulation  of securities
exchanges, brokers, banks and listed companies than in the United States.

  Tax planning.  Each  Portfolio of the Fund intends to pay per-share  dividends
only to the extent  necessary  for the  Portfolio to qualify for  treatment as a
regulated investment company under Subchapter M of the Internal Revenue Code and
to avoid  corporate  federal  income tax on its income.  If a Portfolio  were to
distribute to its  shareholders  less than the minimum  amount  required for any
year, which the Fund considers  unlikely,  the Portfolio would become subject to
federal income tax for that year.

  Target percentages and in-kind  redemptions.  To avoid liability for corporate
federal income tax each year, a Portfolio  must,  among other things,  derive at
least 90% of its gross  income from  interest,  dividends  and gains on sales of
securities.  Gains on sales of gold and silver by the Permanent Portfolio do not
qualify as "gains on sales of securities." Consequently, in the event of a rapid
rise in prices of gold and silver, profitable sales of gold and silver (as might
be required for the  Permanent  Portfolio  to adhere to its Target  Percentages)
could subject the Portfolio to liability  for corporate  federal  income tax. In
order to avoid this  adverse  tax  result,  the Fund has  reserved  the right to
require  redeeming  shareholders  in the Permanent  Portfolio to accept  readily
tradeable gold or silver bullion or bullion coins in complete or partial payment
of  redemptions.  The  bullion or coins  would be  selected by the Fund from the
Permanent Portfolio's holdings.

  However,  in order to  reduce  the  possibility  of  inconvenience  or loss to
shareholders  in the  Permanent  Portfolio,  the Fund will  require a  redeeming
shareholder to accept an in-kind redemption only if it has arranged a convenient
opportunity for the shareholder  promptly to sell the bullion or coins through a
qualified broker or dealer at a cost not to exceed 2% of their value at the time
of the  redemption.  In the event  that a  shareholder  elected  not to use this
service,  the Fund at its own expense  would deliver the bullion or coins to the
shareholder, or, at his request, to his local bank.

   For the shareholder,  the tax consequences of an in-kind redemption generally
would be the same as those of a cash redemption.

   Illiquid  securities.  The Permanent Portfolio may hold a maximum of 10%, and
the Aggressive  Growth  Portfolio may hold a maximum of 5%, of its net assets in
investments  that have no ready  market for resale and  securities  for which no
readily available market quotation exists. Such types of illiquid securities may
include investments in a broker-dealer  subsidiary of the Fund in amounts not to
exceed in the aggregate 1% of the Permanent Portfolio's net assets and 2% of the
Aggressive  Growth  Portfolio's net assets.  Neither the Treasury Bill Portfolio
nor the Versatile Bond Portfolio will hold illiquid securities.

   
  Regulatory  Matters.  On  February  9,  1994,  the Staff of the San  Francisco
District Office of the Securities and Exchange  Commission  advised the Fund and
certain of its  directors,  officers and  affiliates  of alleged  violations  of
certain provisions of federal  securities laws,  including those relating to the
Fund's advertising  materials,  transactions  among the Fund's  Portfolios,  the
Fund's distribution expense practices and the composition of the Fund's Board of
Directors.  At that time,  the Staff  stated that it had decided to recommend to
the  Commission  that  it  authorize  the  filing  of a  civil  action  and  the
institution  of public  administrative  proceedings  seeking  sanctions  against
certain of the Fund's  officers  and  affiliates.  At the date  hereof,  no such
actions  have been filed.  Management  of the Fund and its counsel  believe that
there  have  been no such  violations.  While  the  Fund has  incurred  and will
continue  to  incur,  certain  expenses  in  connection  with  the  allegations,
including  indemnification of the Fund's directors,  officers and affiliates for
their reasonable  expenses related thereto,  neither the Fund, its management or
its  counsel  believe  that the matter  will have a  material  effect on the net
assets of any Portfolio of the Fund.
    

   Unusual  features.  The Fund's  Portfolios  involve  many  unusual  features,
including the  objectives  of providing tax  advantages,  and  investments  in a
foreign  currency,  foreign  securities and precious metals.  These features may
result  in  administrative,  financial  or tax  consequences  that are  entirely
unforeseen.

ORGANIZATION AND MANAGEMENT
  The Fund was  incorporated  under the laws of Maryland on December  14,  1981,
under  the  name  "Permanent  Portfolio  Fund,  Inc."  and  changed  its name to
"Permanent  Portfolio  Family of Funds,  Inc." on August 10, 1988.  The Fund was
originally  organized with a single  portfolio which commenced  operations as an
investment company on October 15, 1982. That portfolio continues,  with the same
investment  policy,  and is now  called the Fund's  "Permanent  Portfolio."  The
Fund's Treasury Bill Portfolio commenced  operations on May 26, 1987, the Fund's
Aggressive  Growth  Portfolio  commenced  operations on January 2, 1990, and the
Fund's Versatile Bond Portfolio commenced  operations on September 27, 1991. The
Fund may offer additional Portfolios from time to time.

  The Fund's Board of Directors has the duty and  responsibility of managing the
business  and affairs of the Fund.  Two of the five  directors  are  Independent
Directors, who have no financial interest in the Investment Adviser. The special
function of the Independent  Directors is to assure that the Fund deals with the
Investment  Adviser at arm's  length  and  solely for the  benefit of the Fund's
shareholders.

   The Fund holds  meetings of its  shareholders  as may be required by Maryland
law. Generally,  each shareholder is entitled to cast one vote for each share he
owns.  A  separate  vote is taken  when a  matter  affects  only one  Portfolio.

Investment Adviser
  The Fund  retains  World Money  Managers  (the  "Investment  Adviser")  as its
adviser  under an Investment  Advisory  Contract  dated  September 10, 1993 (the
"Contract"). The Investment Adviser is a limited partnership organized in August
1981 under the laws of the State of California. The Investment Adviser's general
partners  are Terry  Coxon,  who is also a  limited  partner  in the  Investment
Adviser,  and Terry Coxon, Inc., a California  corporation wholly owned by Terry
Coxon. The Investment  Adviser's  business  consists,  and has always consisted,
solely of managing investment companies.

  The  Investment   Adviser  furnishes  the  Fund  continuously  with  suggested
investment   planning  and   investment   advice.   The   Investment   Adviser's
responsibilities  (which are  performed  on its behalf by Terry  Coxon and Terry
Coxon, Inc., its general partners; and by Alan Sergy and Michael J. Cuggino, its
consultants) include making recommendations  concerning the selection,  purchase
and sale of the Fund's  investments  (which  are placed by the Fund's  officers,
Terry Coxon, its President;  Alan Sergy, its Secretary;  and Michael J. Cuggino,
its Treasurer),  and the day-to-day administration of the Fund's activities. All
activities  undertaken  by the  Investment  Adviser  on  behalf  of the Fund are
subject to the general  policy  direction of the Fund's Board of Directors.  The
following sets forth certain information  regarding Mr. Coxon, Mr. Sergy and Mr.
Cuggino.

  Terry Coxon has been an  investment  adviser and author since 1976.  Mr. Coxon
has served as President  and a director of the Fund since its inception in 1981,
during all of which time he has shared primary responsibility for the activities
of the  Investment  Adviser and the Fund  described  above.  Mr.  Coxon also has
served as President and a director of Bullion Security Corporation,  the sponsor
of an investment trust, since its inception in 1987.

  Alan Sergy has been a registered  investment  adviser since 1974 and a trustee
of Sergy Trusts since 1972.  Mr. Sergy has served as Secretary and a director of
Bullion Security Corporation since its inception in 1987; and as President and a
director since its inception in 1987 and as Secretary  since 1990 of World Money
Securities.  Mr. Sergy has been  Secretary  of the Fund since 1981,  since which
time he has  shared  primary  responsibility  for  the  activities  of the  Fund
described above. Mr. Sergy, who has been a director of the Fund since 1986, also
is  responsible  for  the  maintenance  of all  corporate  records  and  for all
communications with the Fund's shareholders.

   
  Michael J. Cuggino has been a Certified  Public  Accountant since 1988. He was
employed  by the  Boston  office of Ernst & Young and its  predecessor  company,
Arthur Young & Company,  in various audit and accounting  capacities,  including
audit manager,  from August 1985 until January 1991. In January 1991 Mr. Cuggino
established  an  accounting  practice  in  Petaluma,  California.  He  served as
Assistant  Treasurer of the Fund,  World Money  Securities and Bullion  Security
Corporation  from August 1991 until  December  1992.  Mr.  Cuggino has served as
Treasurer of each of those  companies since January 1993, when he began to share
primary responsibility for the activities of the Fund described above.
    

  The Fund pays the Investment  Adviser a comprehensive  advisory fee monthly at
  the following  annual rate: 

   (i) for each  Portfolio,  1/4 of 1% (0.250%) of the first $200 million of the
Portfolio's average daily net assets; plus

   (ii) for the Fund as a whole, 7/8 of 1% (0.875%) of the first $200 million of
the Fund's  average  daily net  assets;  13/16 of 1%  (0.813%)  of the next $200
million of the Fund's  average daily net assets;  3/4 of 1% (0.750%) of the next
$200 million of the Fund's average daily net assets; and 11/16 of 1% (0.688%) of
the Fund's average daily net assets in excess of $600 million,  such fee for the
Fund as a whole to be allocated  among the Portfolios in proportion to their net
assets.

  While the advisory fee is higher than the fees of other  mutual  funds,  World
Money  Managers  absorbs  substantially  all of the  Fund's  ordinary  operating
expenses as  described  below,  an unusual  practice  that  benefits the Fund by
limiting its expenses,  simplifying  its internal  accounting  and  facilitating
independent  audits. The Investment  Adviser also bears the Fund's  distribution
expenses.  In addition,  the Investment Adviser has voluntarily agreed to waive,
for at least the  current  calendar  year,  the  portions  of the  advisory  fee
allocable to the Treasury Bill  Portfolio and to the Versatile Bond Portfolio to
the extent that either  Portfolio's total advisory fee otherwise would exceed an
annual rate of 5/8 of 1% (0.625%),  in the case of the Treasury Bill  Portfolio,
or 3/4 or 1%  (0.750%),  in the case of the  Versatile  Bond  Portfolio,  of the
respective Portfolio's average daily net assets.  Investors should note that the
yields of those two Portfolios are enhanced by the fee waiver.

  The  Fund  also  pays  for  its  investment  expenses  (such  as  interest  on
borrowings,  taxes and  brokerage  commissions),  the fees and  expenses  of its
Independent  Directors,  and any and all extraordinary fees, costs and expenses,
including  those  associated  with  litigation,   government  investigations  or
administrative proceedings. The Investment Adviser bears all of the Fund's other
ordinary  operating  expenses,  which may include charges by the Fund's transfer
agent, charges by the Fund's custodian, accounting fees, auditing and legal fees
not  associated  with  litigation,  officers'  salaries and  expenses,  rent and
occupancy,  printing, postage, and general administrative expense. The Fund does
not pay for any of the Investment  Adviser's general or administrative  overhead
expense.

  All  fees and  expenses  payable  by the Fund  pursuant  to the  Contract  and
attributable  only to one Portfolio are borne  entirely by that  Portfolio;  all
other  such fees and  expenses  are  allocated  among the Fund's  Portfolios  in
proportion to their net assets.

   
  The ratio of expenses to average net assets for the last fiscal year was 1.32%
for the Permanent  Portfolio and 1.23% for the Aggressive Growth Portfolio;  and
the ratio,  net of the fee waiver,  was .82% for the Treasury Bill Portfolio and
..86% for the Versatile Bond  Portfolio.  The Fund pays brokerage  commissions to
its subsidiary  corporation,  World Money  Securities,  Inc., which also acts as
distributor  for the Treasury Bill  Portfolio,  the Versatile Bond Portfolio and
the Aggressive Growth Portfolio, for portfolio transactions effected through the
subsidiary.
    

  The Investment Adviser has entered into an Administrative  Agreement effective
February 1, 1986, with Permanent Portfolio  Information,  Inc.  ("Information"),
which  is  one  of  its   limited   partners,   whereby   Information   provides
administrative  and  marketing  services,  such as  designing  and  coordinating
mailings and  responding  to  inquiries  from  prospective  Fund  investors  and
shareholders. The Investment Adviser reimburses Information for its expenses and
pays  Information a fee of $6,000 per month.  The  Investment  Adviser may enter
into similar arrangements with other persons.

  The  Investment   Adviser  also  receives  certain  service  charges  paid  by
shareholders  either directly or from their Shareholder  Accounts.  See "Service
Charges." 

CONSULTANTS
  The Fund and the Investment  Adviser have entered into  agreements  with Harry
Browne and  Douglas R. Casey  under  which  those  individuals  make  themselves
available  for  consultation  with the Fund and the  Investment  Adviser on such
matters  as basic  trends  in  domestic  and  international  finance  and on the
criteria for evaluating  investments.  Neither of the consultants advises either
the Investment Adviser or the Fund on the selection of specific  investments for
any Portfolio.

  Harry Browne is a financial  author and lecturer.  His books include:  How You
Can Profit from the Coming  Devaluation,  You Can Profit from a Monetary Crisis,
Complete  Guide  to  Swiss  Banks,   New  Profits  from  the  Monetary   Crisis,
Inflation-Proofing Your Investments  (co-authored with Terry Coxon),  Investment
Rule #1, Why the Best-Laid  Investment  Plans Usually Go Wrong, and The Economic
Time Bomb.  Mr. Browne writes an investment  advisory  letter,  "Harry  Browne's
Special Reports."

  Douglas Casey is an investment author (Crisis Investing,  Strategic  Investing
and The  International  Man) and the author of an investment  advisory  service,
"Crisis Investing." 

DISTRIBUTIONS AND TAXES
  For  federal  income tax  purposes,  each  Portfolio  is treated as a separate
corporation.

  To reduce the amount of its income that is taxable  currently,  each Portfolio
will,  whenever practical and in accordance with its investment  policy,  offset
taxable  gains  on sales  of  investments  that  have  risen  in price  with tax
deductions  from sales of assets that have  fallen in price.  In  addition,  the
Permanent  Portfolio,  the  Treasury  Bill  Portfolio  and  the  Versatile  Bond
Portfolio may purchase bonds or notes at a market discount, thereby enabling the
Portfolio  to defer  recognition  for tax purposes of a portion of the return on
such notes or bonds.

  Each  Portfolio  intends to continue to qualify  annually  for  treatment as a
"regulated  investment  company" under Subchapter M of the Internal Revenue Code
of 1986, as amended.  This would permit the Portfolio to pass its net investment
income through to its shareholders  without itself incurring  corporate  federal
income tax on the  income.  Under  applicable  federal  income  tax  provisions,
"distributions"  include  per-share  dividends and also include  amounts paid to
redeeming shareholders that represent their share of a Portfolio's undistributed
income.  For redeeming  shareholders,  however,  the entire redemption  proceeds
generally  are  treated  as  proceeds  from  the  sale  of  shares  and not as a
distribution  of income or gain realized by the Fund. See "General  Information"
in the SAI.

  In order to reduce the current tax burden of a Portfolio's  investors on their
shares of the  Portfolio's  income and profits,  each  Portfolio  intends to pay
per-share  dividends  only in amounts  judged  sufficient by the Fund's Board of
Directors to enable the  Portfolio to qualify for treatment  under  Subchapter M
and to avoid corporate federal income tax.

  The  amount  of  a  Portfolio's  net  investment  income  per  share  that  is
distributed  through redemption  payments rather than as per-share  dividends is
reflected for financial  accounting  purposes in the same  Portfolio's net asset
value  per  share.   Thus,  while  the  Fund's  dividend  policy  may  reduce  a
shareholder's  tax  burden on his share of a  Portfolio's  realized  income  and
capital gains, it should not reduce the  shareholder's  total return  (dividends
plus change in net asset value) on his investment.

  Dividends,  if any, are paid only once a year,  ordinarily in December.  Until
paid,  amounts  earmarked for dividends are retained by the Portfolio from which
they are payable and contribute to the  Portfolio's  net asset value and ability
to earn interest,  dividends and profits. Dividend payments reduce a Portfolio's
net asset value per share.

  Shareholders  may benefit  from the Fund's  dividend  policy  described  under
"Objectives  and Policies,"  depending  upon their  personal tax  circumstances.
Generally,  the benefits are greater for  shareholders who hold their shares for
longer periods. A shareholder who is accumulating  assets over a period of years
can achieve a higher after-tax return as a result of the Fund's dividend policy,
since all of the  portion  of his  return  consisting  of  appreciation  remains
invested in the Fund,  without any  reduction by current  federal  income tax. A
shareholder  who  redeems  portions  of his  shares  from  time to time also may
achieve a higher  after-tax  return as a result of the Fund's  dividend  policy,
since the  appreciation on his remaining  shares may continue to remain invested
in the Fund free of current federal income tax. (Such a shareholder should note,
however,  that his benefit is achieved by  deferring,  not by  eliminating,  the
payment of taxes;  thus his overall  benefit may be small if he holds his shares
for only a few years.)  And, in the case of shares that pass to a  shareholder's
estate or heirs,  the  potential  federal  income  tax  liability  for  previous
appreciation may be eliminated  entirely through the operation of federal income
tax  provisions  that  grant a step-up in the tax basis of  property  left to an
estate or heir.  Other capital assets may provide  similar tax advantages but be
subject to different risks than an investment in the Fund.

  Dividends  from  net  investment  income  and  net  short-term  capital  gains
generally will be taxable to  shareholders  as ordinary  income,  even though in
some cases the income will have been earned by the Portfolio before the investor
became a  shareholder.  Dividends from net long-term  capital gains,  if any are
paid by a  Portfolio,  generally  will be taxable to  shareholders  as long-term
capital  gains  regardless  of how  briefly  their  shares  have  been  held and
regardless of when the gains were earned by the Portfolio.  Shareholders will be
sent a  statement  no later than  February 28 of each year  showing  their total
distributions  (during the preceding  calendar year) from net investment  income
and short-term capital gains, and from long-term capital gains.

  Distributions may be automatically reinvested in additional shares of the same
Portfolio if requested.

  The  payor of a  dividend  on stock  (as the Fund may be) may be  required  to
withhold 20% of any reportable  payments (which may include  dividends,  capital
gains distributions, and redemptions) paid to a noncorporate shareholder if that
shareholder  fails to  provide  the Fund  with a valid  taxpayer  identification
number.   Other   withholding   requirements   may  apply  to  certain   foreign
shareholders.  A federal excise tax of four percent is imposed on  undistributed
income and capital gains, if any, of a Portfolio.  Undistributed income to which
the excise tax applies would include amounts,  if any, that the Fund in reliance
on the  judgment  of its Board of  Directors  has not timely  distributed  under
Subchapter M of the Internal Revenue Code.

   
  New Tax Provisions. Under the provisions added to the Internal Revenue Code in
1993,  all or a portion  of any gain on  certain  "conversion  transactions"  is
recharacterized as ordinary income,  rather than capital gain. In the opinion of
the Fund's management and counsel,  based on the provisions'  statutory language
and legislative history, the provisions on conversion  transactions do not apply
to investments  in the Treasury Bill Portfolio or the Versatile Bond  Portfolio.
However,  no Treasury  Regulations or Ruling have been issued interpreting these
provisions,  and it is therefore  uncertain whether the Internal Revenue Service
will agree with this conclusion.  Accordingly,  it remains uncertain whether the
gain that a shareholder  recognizes  upon a redemption of shares in the Treasury
Bill Portfolio or the Versatile Bond Portfolio will be taxed as ordinary  income
or as capital gain.

   In any  event,  regardless  of the  taxation  of any  recognized  gains,  the
provisions  on  conversion  transactions  do not,  in the  opinion of the Fund's
management and counsel, disturb the usefulness of the Treasury Bill Portfolio or
the Versatile Bond Portfolio for deferring recognition of income.
    

COMPUTATION OF NET ASSET VALUES
  The Fund makes a separate  calculation of each Portfolio's net asset value per
share at the close of business of the New York Stock Exchange (usually 4:00 p.m.
Eastern Time) every day that the Exchange is open for trading  ("business day").
All awaiting and accepted  requests for purchases and  redemptions  of shares in
each Portfolio are executed at a price equal to the  Portfolio's net asset value
per share as next computed following receipt thereof by the Transfer Agent.

  Investments  are  valued  primarily  at market  value on the basis of the most
recent price on the exchange on which they are  principally  traded,  or, if not
available,  by a method  which  the  Fund's  Board of  Directors  in good  faith
believes accurately reflects fair value. If there is no trading in an investment
on a business day, the investment will be valued at the mean between its bid and
asked prices.  Short-term securities are marked to market daily. Gold and silver
are valued at the  closing  spot  price on the New York  Commodity  Exchange,  a
regulated U.S.  commodity  futures  exchange.  Foreign  securities  traded on an
exchange are valued on the basis of market  quotations  most recently  available
from that exchange.  Investments  for which bona fide market  quotations are not
readily available will be valued in good faith by the Fund's Board of Directors.

  Current net asset value  information for the Fund's Portfolios may be obtained
by checking  newspaper  listings  under the heading "Perm Port Funds" or similar
abbreviation.

PURCHASE OF SHARES FROM THE FUND
  Shares in the Permanent Portfolio,  the Treasury Bill Portfolio, the Versatile
Bond  Portfolio  and the  Aggressive  Growth  Portfolio  are  offered  for  sale
continuously  by the Fund.  Investors may purchase such shares directly from the
Fund through its distributor,  World Money Securities,  Inc., without payment of
commission or sales load.

  The minimum initial  investment in any Portfolio is $1,000.  Shareholders  may
make  additional  investments  at any  time  in  minimum  amounts  of  $100  per
Portfolio.  All requests for purchases of shares accompanied by payment therefor
are  effected at a price  equal to the net asset  value per share next  computed
after receipt of the properly completed request by the Transfer Agent.

  Initial  Investment  in the Fund.  After reading this entire  Prospectus,  new
investors  should  complete  and  sign  the  accompanying   Shareholder  Account
Application. Mail the application,  together with a check or money order payable
through a U.S.  bank for the amount of your  initial  investment,  to  Permanent
Portfolio  Family of Funds,  Inc.,  c/o Mutual Funds Service  Company,  P.O. Box
2798,  Boston,  Massachusetts  02208. (If you use an overnight  delivery service
other than U.S. mail,  send your  Application  and check to Permanent  Portfolio
Family of Funds,  Inc.,  c/o Mutual Funds Service  Company,  73 Tremont  Street,
Boston,  Massachusetts  02108.)  Please make your  investment  check  payable to
"Permanent Portfolio Family of Funds, Inc."

  Additional  Investments  by  Mail.  After  your  initial  investment  has been
accepted,  you will receive a confirmation of your purchase. A form which should
be used to make  additional  purchases by mail will accompany the  confirmation.
(It will not be necessary to fill out another Shareholder  Account  Application,
even if you  are  investing  for the  first  time  in a new  Portfolio.)  Please
indicate clearly the Portfolio or Portfolios in which the additional  investment
is to be made.

  Additional  Investments by Wire.  Another way to add to your  investment is by
bank wire.  To do so, send a bank wire to: State Street Bank and Trust  Company,
Boston, Massachusetts,  ABA#011000028;  Attention: Permanent Portfolio Family of
Funds,  Inc.,  Account  #53839882.  The bank wire must include your  Shareholder
Account  number and a message  indicating  that you wish to make a purchase in a
specific  Portfolio(s) in the stated amount(s).  (Your initial investment in the
Fund may not be made by bank  wire.)  Your bank may assess a charge for use of a
bank wire.

  If a shareholder sends money to the Fund without clearly  indicating how it is
to be invested,  the Fund's policy is to treat the money as an investment in the
Treasury Bill Portfolio.

  The Fund reserves the right to reject investments in part or in whole.

REDEMPTION OF SHARES BY THE FUND
  Shareholders may redeem all or some of their shares in any Portfolio.

  Subject to the  limitations  noted  below,  requests  for  redemption  will be
accepted on any business day. The price paid to the redeeming shareholder is the
Portfolio's  net asset  value per  share  next  computed  after  receipt  by the
Transfer Agent of the properly completed redemption request.

  Redemption requests must be accompanied by share certificates,  if issued, and
must  be sent to the  Transfer  Agent.  Shareholders  may be  required  to use a
redemption  form provided by the Fund. The Fund may refuse  redemption  requests
not made in the proper manner.

Written Redemption Requests
  Normally the shareholder's  signature on a written  redemption request (and on
the share certificate, if issued) must match exactly the name on the Shareholder
Account  and must be  guaranteed  by an  eligible  guarantor  institution  which
satisfies the Transfer Agent's written standards and procedures, a copy of which
is available upon request to the Transfer Agent. Eligible guarantor institutions
include  banks,  trust  companies,  brokers,  dealers,  municipal or  government
securities brokers or dealers,  credit unions,  national  securities  exchanges,
registered securities associations,  clearing agencies, or savings associations,
provided that they are members of STAMP  (Securities  Transfer Agents  Medallion
Program).  Signature guarantees from institutions that are not STAMP members and
notarizations from notary publics will not be accepted. (Shareholders may verify
that a  guarantor  institution  is a member  of STAMP by  contacting  the  STAMP
administrator,  Kemark Financial  Services,  at 1-800-348-2724,  or the Transfer
Agent.)  The  signature  guarantee  must be in  proper  form  and  undated.  For
protection of the  shareholder  and the Fund,  additional  documentation  may be
required for  redemption of shares held in  corporate,  partnership,  trust,  or
fiduciary accounts.

  However,  by completing the  appropriate  section of the  Shareholder  Account
Application  ("Redemption by Telephone and Without Signature  Guarantee," of the
Application),  an investor may authorize the Fund to honor  redemption  requests
without signature guarantee. The lack of the signature guarantee does not render
the Fund  responsible  for the  authenticity  of the  signature  or of telephone
redemption requests. While the Fund will employ reasonable procedures to confirm
telephone  instructions,  such as verification of certain  information  with the
caller,  the  investor  will bear the risk of loss from any such request that is
unauthorized. Such a redemption request would be processed as though it had been
made by telephone (see below),  and the cash proceeds would be sent by check or,
if requested, by bank-to-bank wire to the shareholder's bank account.

   Investors who wish to avoid the possible inconvenience and delay of obtaining
an acceptable signature guarantee should carefully consider authorizing the Fund
to accept redemption requests without signature guarantee.

Telephone Redemption Requests
  A shareholder who has authorized the Fund to honor redemption requests without
signature  guarantee  may submit  redemption  requests by  telephone.  Telephone
requests  are  made  by  calling  the  Transfer  Agent  at   1-800-341-8900   or
1-617-557-8000.  Unless  applied to the purchase of shares in another  Portfolio
(see "Shareholder Account Services and Privileges -- Portfolio Switching"),  the
cash  proceeds of  redemptions  requested by  telephone or in writing  without a
signature  guarantee will be sent by check, via first-class mail. As an optional
alternative,  the  redeeming  shareholder  may request that the cash proceeds be
sent by  bank-to-bank  wire.  Whether  remitted  by check or by bank  wire,  the
redemption  proceeds will be addressed only to the shareholder's U.S. commercial
bank account (not to an account at a savings bank, savings and loan association,
credit union or other thrift institution).

  If the redeeming  shareholder  requests a wire transfer,  the Transfer Agent's
bank will charge the  shareholder  its customary fee for a wire transfer,  which
currently is $8. The fee will be deducted from the proceeds of the redemption. A
shareholder  should  ascertain  and verify  that his bank will accept a "federal
funds" wire transfer before requesting that the proceeds of a redemption be sent
by bank wire.  Failure to do so may result in delay in receiving the  redemption
proceeds  and  in  additional  bank-wire  fees  which  will  be  charged  to the
shareholder.

   No telephone requests will be honored to redeem shares for which certificates
have been issued and are outstanding.

   Telephone  redemptions of shares held in an IRA Plan will be accepted only if
the proceeds are to be applied to the purchase of shares in another Portfolio or
are  otherwise to be  reinvested  within the Fund's IRA Plan.  See  "Shareholder
Account Services and Privileges -- Portfolio Switching."

Redemption Limitations
  The Fund ordinarily will honor a valid  redemption  request at the Portfolio's
net asset value per share next computed  after receipt by the Transfer  Agent of
the properly completed  redemption request,  and by law must pay it within seven
calendar days following the redemption. However, the Fund may delay payment of a
request to redeem  shares  purchased by check until the Fund is certain that the
check has cleared,  which may take up to 15 calendar  days after the issuance of
the  shares.  A  shareholder  may avoid this delay by  purchasing  shares with a
cashier's  check.  Shares  for which  certificates  have been  issued may not be
redeemed  until the  certificates  have been  returned  to the  Transfer  Agent.
Neither the Fund, the Investment  Adviser,  the Transfer Agent, nor any of their
agents is responsible for losses sustained by a shareholder as a result of their
acting on any  authorized  instruction  or  authorization  on the  shareholder's
Shareholder  Account  Application or otherwise in connection  with redemption of
his shares in the Fund.

  The right to redeem may be limited or  suspended  by the Fund,  or the payment
date  postponed,  for any period  during  which the New York Stock  Exchange  is
closed or during any  emergency  or other  period for which the  Securities  and
Exchange Commission has permitted or required a suspension for the protection of
shareholders.

   The Fund may redeem an  investor's  shares in any  Portfolio at any time that
the value of the  shares is less than $500  other than by reason of a decline in
their net asset  value.  The Fund will  notify such an investor at least 30 days
prior to effecting such a redemption.

SHAREHOLDER ACCOUNT SERVICES AND PRIVILEGES
  When an investor makes his initial investment in one of the Fund's Portfolios,
a Shareholder  Account is opened in accordance with his application.  Subsequent
investments  by the  shareholder  in any  Portfolio  will be  added  to his same
Shareholder  Account.  Fund shareholders  will receive a confirmation  statement
showing each transaction in their Shareholder  Account,  along with a summary of
the status of the account as of the transaction  date. A shareholder may inquire
about his  Shareholder  Account by mail or by telephone.  See  "Transfer  Agent,
Custodian  and  Dividend-Disbursing  Agent."  Investors  who  purchase or redeem
shares in the Fund through a  broker-dealer  may be charged a transaction fee by
the broker-dealer, who may place such orders by telephone in accordance with the
Fund's procedures.

   Certain  optional  services and  privileges  are available with a Shareholder
Account,  as described below.  Some of the services involve a fee; a shareholder
will incur the fee only if he uses the  service.  Shareholders  who do not use a
particular  service  do not bear  the cost of  providing  the  service  to other
shareholders. 

   
Portfolio Switching
  Shareholders may redeem shares in one Portfolio and simultaneously  invest the
proceeds in another  Portfolio.  Such a  transation  would  constitute a taxable
event  to  the  Shareholder.  By  completing  the  appropriate  section  of  the
Shareholder Account application ("Portfolio Switching (Exchange)"),  an investor
may authorize the Fund to accept portfolio  switching  instructions by telephone
and in writing without a signature  guarantee.  Each Portfolio Switch is subject
to a charge of $5 by the Fund's Investment Adviser. If you are unable to execute
a Portfolio Switch by telephone (such as a failure of the telephone system), you
should consider sending your Portfolio Switch request by mail.
    

  An individual  who has both a regular  Shareholder  Account and an IRA Plan in
exactly  the same name may use a  Portfolio  Switch to  redeem  shares  from his
regular  account  and  purchase  shares  in his IRA  Plan.  An IRA  contribution
effected in this manner is subject, for federal income tax purposes, to the same
conditions and limitations that apply to all IRA contributions.

Automatic Reinvestment
   A shareholder  may request that all  dividends,  including  distributions  of
long-term  capital  gains,  be  automatically  reinvested  in shares of the same
Portfolio.  

   A shareholder's tax liability for dividends is not reduced by reinvesting the
dividends  (whether  through the  Automatic  Reinvestment  Plan or otherwise) in
additional Fund shares. 

Systematic Withdrawal Program
  An investor whose  Shareholder  Account totals at least $5,000 may establish a
Systematic  Withdrawal Program under which shares with a value  predesignated by
him (but at least $100) are automatically  redeemed either monthly or quarterly.
Withdrawal  payments  ordinarily  will be mailed within five business days after
the end of the withdrawal period.

  Systematic  Withdrawal payments are financed by the automatic  redemption from
the  Shareholder's  Account  of the  necessary  number  of  shares  to  pay  the
shareholder the amount of cash requested. Redemptions ordinarily are made on the
3rd business day of the month. Because the prices of Fund shares fluctuate,  the
number of shares redeemed to finance Systematic  Withdrawal  payments of a given
amount will vary from payment to payment.

  If a shareholder owns shares in more than one Portfolio,  he may designate the
Portfolio from which the redemptions under a Systematic  Withdrawal Program will
be made.

   A Systematic  Withdrawal  Program may be terminated or suspended at any time,
either by the  shareholder  or by the  Fund.  No  separate  charge is made for a
Systematic  Withdrawal Program; the costs of administering the Program are borne
by the Investment Adviser. 

Individual Retirement Account Plan
  Eligible  taxpayers may contribute up to $2,000 per year of income earned from
wages, salary and  self-employment to an Individual  Retirement Account ("IRA").
Such annual contributions  generally are deductible by the taxpayer in computing
his  adjusted  gross  income for  federal  income tax  purposes,  if he does not
participate in an employer  sponsored  retirement  plan or if his adjusted gross
income  does not  exceed  certain  limits.  All  investment  earnings  in an IRA
accumulate  tax free  until  withdrawn,  usually  at  retirement.  In  addition,
deductible  contributions can be made to an IRA for the non-employed spouse of a
person who is employed. With certain limitations,  amounts withdrawn from an IRA
or  received   as  a  lump-sum   distribution   from  a  corporate   pension  or
profit-sharing  plan or from a Keogh plan can be rolled over  without tax into a
new IRA.

  Under the terms of the Fund's IRA Plan,  contributions  are invested in shares
of  the  Portfolio(s)  selected  by  the  shareholder,  and  all  dividends  and
distributions are reinvested in additional shares of the same Portfolio(s).

  State  Street  Bank and Trust  Company,  Boston,  Massachusetts  (which is the
Custodian of the Fund's assets) acts as custodian for each  Shareholder  Account
opened  under  an IRA  Plan  and  charges  the  fees  described  in the IRA Plan
materials which are available upon request to the Information Office.

  Shareholder  services available with a regular  Shareholder Account (including
Portfolio Switching,  Automatic  Reinvestment and Systematic Withdrawal Program)
are also available with an IRA Plan, but subject to such limitations as the Fund
or the IRA Plan  custodian  may  impose  from  time to time,  and  subject  to a
separate account maintenance fee. Shares held in an IRA Plan may not be redeemed
by means of a check redemption,  nor may they be redeemed by telephone except as
part of a Portfolio Switch.

Check Redemptions -- Treasury Bill Portfolio and Versatile Bond Portfolio Only
  Investors  who have  completed  the  appropriate  section  of the  Shareholder
Account  Application  ("Redemption  by Check") may redeem shares in the Treasury
Bill Portfolio or in the Versatile Bond Portfolio by writing a redemption check,
as explained  below.  Such checks may be deposited by a shareholder in his local
bank account or used to make payments to third parties.

  A book of personalized  checks drawn on U.S. Trust Company of New York will be
sent upon request to a shareholder  maintaining a regular  Shareholder  Account.
The  checks  will be  pre-printed  for use  with the  Portfolio  for  which  the
shareholder requests check redemption.  (Shareholders wishing to write checks on
both  Portfolios  will be provided  with two separate  books of checks.)  When a
check signed by the  shareholder is presented for payment by U.S. Trust Company,
the  Fund  redeems  a  sufficient  number  of the  shareholder's  shares  in the
appropriate  Portfolio to pay the check. Please note that a check can be used to
redeem shares only in the Portfolio pre-printed on the face of the check.

  Shares  for  which  certificates  have been  issued  and not  returned  to the
Transfer  Agent may not be  redeemed  by check!  Please do not write  redemption
checks for which insufficient shares are available; such checks will be returned
unpaid,  and your Shareholder  Account will be charged a "bad check" fee of $25.
Neither  the Fund  nor its  Investment  Adviser  or  Transfer  Agent  bears  any
responsibility  in regard to the payment or non-payment of redemption  checks by
U.S. Trust Company.

  The check redemption  privilege is offered by the Fund as a convenience to its
shareholders. There is no limit to the number of checks a shareholder may write,
nor is any minimum check amount  required.  However,  check  redemptions are not
intended to be used as a substitute  for a bank  checking  account.  The fee for
each check  redemption  is $1, which is  collected  by  redeeming an  additional
fraction of a share from the Shareholder's Account.

  Shares  held  in an IRA  Plan  may not be  redeemed  by the  check  redemption
privilege.

Limitations
  The Fund's  management  has designed the foregoing  services and privileges in
accordance with its intention to provide its  shareholders  with a flexible tool
for their  investing.  However,  the Fund reserves the right to limit or suspend
check  redemption,  portfolio  switching  (on 60  days'  notice  for a  material
change),  automatic  reinvestment or systematic  withdrawal services at any time
without notice. 

SERVICE CHARGES
  Each shareholder pays the Fund's Investment Adviser an account maintenance fee
of $1.50 per month, whether he invests in one or in more than one Portfolio.  No
additional  fee is charged for an IRA Plan Account  maintained  by a shareholder
who also  maintains a regular  Shareholder  Account in exactly the same name and
address.

  At the shareholder's option, the fee may be paid annually by check. Otherwise,
the fee is  collected  once a year,  usually in December  or  January,  from any
dividends  payable  to the  shareholder.  If  the  shareholder's  dividends  are
insufficient to pay the fee, the Fund will redeem a sufficient  number of shares
to pay the remaining  amount,  redeeming first from the Treasury Bill Portfolio,
next from the Permanent Portfolio,  next from the Versatile Bond Portfolio,  and
lastly from the  Aggressive  Growth  Portfolio.  If a  shareholder  invests both
through a regular  Shareholder  Account and also  through an IRA Plan Account in
exactly  the same  name and with the same  Social  Security  number,  and if the
shareholder does not pay the fees for the two accounts separately by check, they
will be collected first from dividends on, and/or  redemption of, shares held in
the regular Shareholder Account rather than by drawing on the IRA Plan Account.


  Any accrued but unpaid  account  maintenance  fee will be  collected  from the
amount owed to a shareholder who closes his Shareholder Account during the year.

   
  The  account  maintenance  fee  offsets  a  portion  of  the  recurring  costs
associated with maintaining each Shareholder  Account.  Such costs could include
charges  by the  Fund's  Transfer  Agent  for  shareholder  accounting  and data
processing;  printing of the Fund's annual and interim financial reports sent to
shareholders;  printing of  shareholder  proxy  materials and the  tabulation of
shareholder   proxies;   postage  associated  with  mailing  reports,   proxies,
shareholder  statements  and  other  materials  to  shareholders;  and  costs of
maintaining  the "800"  telephone lines to the Transfer Agent and the Investor's
Information  Office.  The  Investment  Adviser  collected a total of $166,699 in
account  maintenance  fees in the last fiscal year, all of which was used by the
Investment  Adviser  to pay for a portion of the  recurring  costs  referred  to
above.  The  Investment  Adviser  believes  that the amounts paid by it for such
costs were lower than those which the Fund might have paid to obtain  comparable
services from unaffiliated parties.
    

  All mutual  funds incur  similar  expenses.  Most funds pay them  directly,  a
practice  which  reduces their  shareholders'  net  investment  income per share
and/or  net  asset  value  per  share.  The  Fund,  however,  asks  each  of its
shareholders  to pay an  account  maintenance  fee in order  to  avoid  any such
reduction in net income or net asset value per share.

  For an investor,  account  maintenance  fees  generally  are a  tax-deductible
investment  expense,  subject to the general limitations on the deductibility of
such expenses.

  The Investment  Adviser charges each investor a one-time  account start-up fee
of $35. An investor pays this fee only once, even if he invests in more than one
Portfolio,  and even if he  maintains  both an IRA Plan  Account  and a  regular
Shareholder Account with the Fund in exactly the same name and address. This fee
is deducted from the investor's initial investment and will be deducted a second
time only if a former shareholder opens a new Shareholder Account.

  The one-time  account  start-up fee offsets a portion of the costs  associated
with establishing an account for each shareholder. The Fund's Board of Directors
considers  that the  amount of such fee is lower  than that which the Fund might
have paid to obtain comparable services from unaffiliated parties.

  A current shareholder may invest in one or more additional  Portfolios without
incurring an additional account start-up fee.

CUSTODIAN, TRANSFER AGENT AND DIVIDEND-DISBURSING AGENT
  The Fund's custodian is State Street Bank and Trust Company (the "Custodian"),
located in Boston, Massachusetts.

   
   The  Fund's  transfer  agent and  dividend-disbursing  agent is Mutual  Funds
Service  Company (the "Transfer  Agent"),  telephone  number  1-800-341-8900  or
1-617-557-8000.  The Transfer  Agent's primary offices are located at 73 Tremont
Street, Boston,  Massachusetts 02108. Correspondence should be addressed to P.O.
Box 2798, Boston, Massachusetts 02208.

REPORTS
  The Fund sends its shareholders  financial  statements,  including a report of
each Portfolio's  investment holdings,  every six months. The Fund's fiscal year
ends on January 31.  Further  information  about the  performance of the Fund is
contained in the Fund's Annual Report to Shareholders for the year ended January
31,  1995.  A copy of the Annual  Report is  available  without  charge from the
Investor's Information Office.

   KPMG Peat  Marwick  LLP has been  selected by the Board of  Directors  as the
independent auditors for the Fund for the fiscal year ending January 31, 1996.
    

Advertising
  From  time to time the Fund  may  advertise  its  yield  or  total  return  in
accordance with the following applicable federal securities  regulations.  Yield
for the Treasury Bill Portfolio will be calculated by determining the net change
(exclusive of capital  changes) in the value of one share over a specified 7-day
period,  assuming  purchase of additional  shares with dividends on the original
share  and  additional  shares,  deducting  the  account  maintenance  fee,  and
annualizing  the  resulting  figure.  For  effective  yield,  the result will be
compounded. Yield for the Fund's other Portfolios will be calculated by dividing
the net investment  income per share earned during a specified  30-day period by
the net asset value per share on the last day of the period and  annualizing the
resulting figure.  Average annual total return will be calculated by determining
the  percentage  change  in value of  $1,000  invested  at net  asset  value for
specified  periods  ending  with  the most  recent  calendar  quarter,  assuming
reinvestment of all distributions, deduction of all fees and expenses except the
one-time account start-up fee, and complete  redemption of the investment at the
end of the respective periods.

   No person is authorized to give any information or to make any representation
not  contained  in this  Prospectus  in  connection  with the matters  described
herein. If given or made, such information or representation  must not be relied
upon as having been authorized.

<PAGE>

           INVESTMENT ADVISER
             World Money Managers
             Terry Coxon, General Partner
             625 Second Street
             Petaluma, California 94952

           CONSULTANTS TO THE FUND
             Harry Browne
             Douglas Casey

           TRANSFER AGENT
             Mutual Funds Service Company
             P.O. Box 2798
             Boston, Massachusetts 02208
             (for overnight delivery services,
             73 Tremont Street
             Boston, Massachusetts 02108)
             1-800-341-8900
             In Mass. 1-617-557-8000

           CUSTODIAN
             State Street Bank and Trust Company
             Boston, Massachusetts 02105

           INDEPENDENT AUDITORS
             KPMG Peat Marwick LLP
             Three Embarcadero Center
             San Francisco, California  94111
                                                             including
                                                      the Permanent Portfolio
                                                           (Symbol PRPFX)
                                                   the Treasury Bill Portfolio
                                                           (Symbol PRTBX)
                                                   the Versatile Bond Portfolio
                                                           (Symbol PRVBX)
                                                                 and
                                                 the Aggressive Growth Portfolio
                                                           (Symbol PAGRX)
                                                            Prospectus

         INVESTOR'S INFORMATION OFFICE
                 P.O. BOX 5847
               Austin, Texas 78763
                 1-800-531-5142
            or 1-512-453-7558 direct
     or 1-512-453-2015 by telecopier (FAX)




<PAGE>
   
STATEMENT OF                                                        May 31, 1995
ADDITIONAL
INFORMATION
    






                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                 625 Second Street - Petaluma, California 94952



   
    THIS STATEMENT OF ADDITIONAL  INFORMATION (THE "SAI") OF PERMANENT PORTFOLIO
FAMILY OF FUNDS,  INC.  (THE "FUND") IS NOT A  PROSPECTUS  AND SHOULD BE READ IN
CONJUNCTION WITH THE FUND'S  PROSPECTUS  DATED MAY 31, 1995 (THE  "PROSPECTUS").
THE PROSPECTUS AND THE FUND'S ANNUAL REPORT TO  SHAREHOLDERS  FOR THE YEAR ENDED
JANUARY  31, 1995 MAY BE OBTAINED  WITHOUT  CHARGE BY REQUEST TO THE  INVESTOR'S
INFORMATION OFFICE, P.O. BOX 5847, AUSTIN, TEXAS 78763.
    

    THE FUND'S PERMANENT PORTFOLIO RESERVES A LIMITED RIGHT TO REDEEM ITS SHARES
IN  KIND IN  CERTAIN  CIRCUMSTANCES,  AS  EXPLAINED  HEREIN  UNDER  THE  HEADING
"REDEMPTION OF SHARES BY THE FUND - IN-KIND REDEMPTIONS."

<PAGE>


                               TABLE OF CONTENTS


OBJECTIVES AND POLICIES......................................................3
    The Four Portfolios......................................................3
    Investment Strategy......................................................3
        Permanent Portfolio..................................................3
        Treasury Bill Portfolio..............................................4
        Versatile Bond Portfolio.............................................4
        Aggressive Growth Portfolio..........................................4
    Investment Categories....................................................5
    Illiquid Investments.....................................................8
    Offsetting and Indirect Investments......................................9
    Strategic Portfolio Adjustments..........................................13
    Investment Restrictions..................................................14
MANAGEMENT...................................................................16
    Investment Adviser.......................................................16
    Directors and Officers...................................................17
    Compensation.............................................................17
CONSULTANTS..................................................................19
DISTRIBUTIONS AND TAXES......................................................19
    Foreign Taxes............................................................19
COMPUTATION OF NET ASSET VALUES..............................................19
PURCHASE OF SHARES FROM THE FUND.............................................20
REDEMPTION OF SHARES BY THE FUND.............................................20
    Redemption Limitations...................................................21
    In-Kind Redemptions......................................................21
    Tax Consequences of In-Kind Redemptions..................................21
PORTFOLIO TRANSACTIONS AND BROKERAGE.........................................22
TRANSFER AND DIVIDEND-DISBURSING AGENT.......................................24
CUSTODIAN....................................................................24
GENERAL INFORMATION..........................................................24
    Organization and Capitalization..........................................24
    Income Equalization Accounting...........................................25
    Calculations of Performance Data.........................................25
FINANCIAL STATEMENTS.........................................................27

<PAGE>


OBJECTIVES AND POLICIES
The Four Portfolios

    The Fund has four  separate  portfolios  (the  "Portfolios"),  the Permanent
Portfolio,  the Treasury Bill  Portfolio,  the Versatile  Bond Portfolio and the
Aggressive Growth Portfolio.

    The Permanent  Portfolio invests a fixed Target Percentage of its net assets
in gold, silver, Swiss franc assets,  stocks of real estate and natural resource
companies,  aggressive  growth stocks,  and dollar assets such as U.S.  Treasury
bills, notes and bonds. The Permanent  Portfolio's  objective is to preserve and
increase the purchasing power value of its shares over the long term.

    The Treasury Bill Portfolio  invests in short-term U.S.  Treasury bills, and
may also invest in U.S. Treasury bonds and notes having a remaining  maturity of
thirteen  months or less.  The  Portfolio's  objective  is to earn high  current
income for the Portfolio, consistent with safety of principal.

    The  Versatile  Bond  Portfolio  invests  in  a  diversified   portfolio  of
short-term  corporate  bonds  rated  "A" or  higher by  Standard  & Poor's.  The
Portfolio's  objective is to earn high current income for the  Portfolio,  while
limiting risk to principal.

     The Aggressive  Growth Portfolio  invests in U.S. stock market  investments
selected for high profit potential.  The Aggressive Growth Portfolio's objective
is to achieve high long-term appreciation in the value of its shares.

Investment Strategy
    Permanent Portfolio

    The Permanent  Portfolio's  investment  policies  reflect the opinion of the
Fund's  management  that it is impossible to forecast  inflation  rates or other
economic  events with a high degree of  reliability  and that only investors who
are willing to embrace a high degree of risk  should act on such  forecasts.  An
investment  vehicle such as the  Permanent  Portfolio,  whose goals  include the
preservation of purchasing power,  should  acknowledge a broad range of economic
possibilities  and,  in order to preserve  purchasing  power over the long term,
should  incorporate  investments  for each of them. In the opinion of the Fund's
management, economic possibilities for the future are limited to the following:

     1. Rising  inflation.   From  1960  through  1980  the  rate  of  inflation
        generally,  with intermittent pauses and reversals,  rose. The inflation
        rate  generally  fell from 1980  through  1992.  The  Fund's  management
        believes  that  if  the  pattern  of  rising  inflation   resumes,   the
        investments most likely to appreciate would include gold, silver,  Swiss
        franc assets, and interests in real estate and natural resources.  Gold,
        silver,  real estate, and natural resources tend to be profitable during
        periods of rising  inflation  because  inflation and the fear of further
        inflation  add to  investor  demand  for  assets  whose  values  are not
        denominated  in a fiat  (non-convertible)  currency.  Swiss franc assets
        tend to appreciate during periods of rising inflation because,  although
        the Swiss franc is a fiat currency,  the Swiss government  traditionally
        has acted with a high degree of restraint in permitting  the issuance of
        new  currency.  Such  restraint  is generally  taken to indicate  that a
        currency will preserve its  purchasing  power.  If the rate of inflation
        does rise,  the prices of common stocks (other than those of real estate
        and natural resource companies) and, more especially,  of dollar assets,
        are likely to decline.

    2.  Abruptly-slowing  inflation.  Most periods of extended inflation in U.S.
        history have been  followed by abrupt  declines in the rate of inflation
        and, in many cases, by deflation. The Fund's management believes that if
        inflation should decline abruptly (or deteriorate into a deflation), the
        investments  most likely to appreciate would include  previously  issued
        dollar assets such as U.S. Treasury securities,  since interest rates on
        newly issued dollar  investments  of these types tend to decline  during
        periods of declining inflation,  thus increasing the value of previously
        issued securities. If the rate of inflation does decline abruptly, it is
        likely that gold,  silver,  Swiss franc  assets,  and most common stocks
        would decline in value.

     3. Gradually-slowing  inflation.  In the event  that the rate of  inflation
        declines  slowly (a "soft  landing") and the economy  escapes the trauma
        that has followed most inflations,  the Fund's management  believes that
        common stocks would be among the investments  most likely to appreciate.
        The  results  for stock  market  issues  that tend to rise and fall to a
        greater  degree  than the stock  market as a whole  (the types of issues
        that the Fund's  management  attempts  to  identify  and  include in the
        Permanent Portfolio's  investment portfolio as aggressive growth stocks)
        would be especially favorable.  In the opinion of the Fund's management,
        common stocks tend to appreciate  during periods of gradually  declining
        inflation because the effective rate of taxation faced by most operating
        businesses  declines  in  step  with  the  inflation  rate  (due  to the
        interaction  between inflation and the depreciation  allowances provided
        for under the Internal  Revenue  Code),  and because the occurrence of a
        soft landing  indicates  that the economy will not suffer the disruption
        associated with an abrupt decline in inflation. If the rate of inflation
        does decline gradually,  it is likely that gold, Swiss franc assets, and
        the stocks of real estate and natural  resource  companies would decline
        in value.

     ThePermanent  Portfolio  attempts to achieve its objective by maintaining a
combination of investments  whose purchasing power as a whole should hold steady
or increase in the variety of economic  circumstances  listed above.  The Fund's
management  is able to make no assessment as to the current state of the economy
and has no opinion as to the occurrence of any particular  economic  possibility
for the future.

    As indicated  above,  the Permanent  Portfolio's  investments  include gold,
silver, Swiss franc assets,  various stock market issues, and dollar assets. The
investment  categories  were  selected  and the Target  Percentages  assigned in
accordance  with  the  Fund's  management's  opinion  of the  volatility  of the
investments,  and their  past and  anticipated  future  performances  in varying
economic  circumstances.  Of course,  the Fund has no control over the manner in
which  particular  investments  respond to changes in economic  conditions.  For
example,  even in an inflationary  climate there may be large-volume  sellers of
gold or  silver  whose  actions  would  tend to  depress  the  prices  of  those
commodities.

    Treasury Bill Portfolio

    The Treasury Bill Portfolio's investment policies reflect the opinion of the
Fund's  management that among  investors'  primary goals for their cash holdings
are safety and liquidity plus, when possible,  a way to reduce the tax burden on
the income that cash can earn on money market  investments.  The  Treasury  Bill
Portfolio  was designed for  investors who wish to avoid the risk of large price
declines  that can  occur in the stock and bond  markets  and who are  concerned
about the safety of banks,  savings  institutions  and other money market funds,
but who  desire  tax  planning  to  achieve a higher  after-tax  return  than is
possible with an ordinary money market fund and  check-writing  privileges.  The
Treasury Bill Portfolio  therefore invests only in U.S. Treasury  securities and
provides  those  shareholder  services  described  in the  Prospectus  under the
heading  "Shareholder Account Services and Privileges," and follows the dividend
and  tax-planning  policies  described in the Prospectus  under  "Objectives and
Policies" and "Distributions and Taxes."

    Versatile Bond Portfolio

    The Versatile Bond  Portfolio's  investment  policies reflect the opinion of
the Fund's  management  that  short-term  (24 months or less),  investment-grade
(Standard & Poor's ratings of "A" or higher)  corporate bonds  historically have
provided  high  returns  and  their  price  fluctuations  ordinarily  are  mild.
Constructing  a portfolio  from such bonds can be a formula for  achieving  high
current  income  without  bearing  the  serious  risks of buying  junk  bonds or
long-term  corporate,  municipal  or  U.S.  Treasury  bonds.  In  addition,  the
Versatile Bond Portfolio follows the same dividend and tax-planning  policies as
the Fund's other Portfolios.

    Aggressive Growth Portfolio

    The Aggressive Growth Portfolio's investment policies reflect the opinion of
the  Fund's  management  that the  stock  market  has  been the most  successful
long-term  investment  since 1926, and that an investor seeking to construct his
own investment  portfolio  should include an investment  whose  profitability is
linked directly to the stock market. The Fund's management  believes that stocks
have been the most  successful  long-term  investment  because stocks  represent
ownership  in the engines of wealth --  factories,  mines,  airlines,  telephone
systems,   research  laboratories,   publishing  companies,   financial  service
organizations  and other  productive  enterprises -- that turn out the goods and
services  people need and want.  Stock market  investments  have earned the best
profits  because they feed capital to these engines of wealth,  making them even
more productive.

    Stock market  investors,  however,  need caution.  While the stock  market's
total  return has been high,  it has not been smooth or steady.  Most stocks are
riskier than bonds or money market  instruments;  and,  unlike gold,  stocks are
vulnerable to inflation. And there is no guarantee that the economic growth that
underlies  long-term stock market profits will continue in the future,  which is
one reason a prudent investor should carefully  consider how much of his capital
to invest in stocks.  Stocks are tightly  linked to the real world of production
and  commerce,  and any shock in the economy  (inflation,  recession,  political
turmoil,  bad news of any kind) can translate into a shock for the stock market.
For an investor who holds only a limited portion of his investment  portfolio in
stocks,  the Fund's management  believes that the stocks that the investor holds
should be  volatile,  the kinds of stocks  whose  prices move faster and farther
than the stock market as a whole.  In addition,  volatile stocks can reduce such
an investor's  portfolio's overall risk by minimizing the share of his portfolio
that needs to be devoted to stocks. With less of his overall portfolio allocated
to stocks,  the investor is less vulnerable to any single economic event -- such
as inflation,  deflation, or recession -- that might be disastrous for the stock
market as a whole.

    The Aggressive Growth Portfolio invests in U.S.  companies whose stocks have
been selected for their high, long-term  appreciation potential (higher than for
the stock market as a whole). With such a selection,  when the stock market as a
whole rises, the value of shares in the Aggressive  Growth Portfolio should rise
more.  Of course,  no selection of stocks can be guaranteed to "outrun" a rising
market.  While the Aggressive Growth  Portfolio's  stocks involve more risk than
the average  stock,  especially  when the stock market as a whole is  declining,
they also  offer  greater  potential  reward.  During  bull  markets  in stocks,
volatile  stocks can put the  investor on the "fast  track" to high stock market
prices  because,  in the  opinion  of the Fund's  management,  stocks in general
typically  gain much more  during  periods  when the stock  market as a whole is
rising than they lose  during  periods  that  follow when the stock  market as a
whole is declining.  Therefore,  the Fund's management believes that in the long
term volatile stocks should  outperform other stocks and can yield large profits
from a relatively small investment.

    The Aggressive Growth Portfolio is fully invested in the stock market at all
times.  It does not take on the  unnecessary  risks that come with  attempts  to
switch in and out of the market.  Its  "fully-invested"  policy  assures that it
will not miss out on a bull market in stocks because it has  mistakenly  decided
to sit on the sidelines.  And the Aggressive  Growth Portfolio  follows the same
dividend and tax-planning policies as the Fund's other Portfolios.

    Investors in the following circumstances may find that the Aggressive Growth
Portfolio  can  help to  achieve  their  objectives.  An  investor  who has only
recently begun  investing and has many earning years ahead of him may be willing
to bear  short-term  risks  for his  capital,  in  order to  maximize  long-term
appreciation.  An  investor  whose  wealth  is  mostly  tied up in real  estate,
annuities,  life insurance,  pension plans or trusts should use whatever cash is
available to him for a stock market  investment in a way that is most effective.
An  investor  who  owns  high-yielding  stocks  (those  that  pay  high  taxable
dividends)  may improve his  after-tax  return by  replacing  the  high-yielding
issues with shares in the Aggressive Growth Portfolio. Although this may tend to
increase the short-term volatility of his stock market holdings, the Portfolio's
tax  planning  could  permit more of his stock  market  profits to be  retained,
instead of being lost to current taxes, so that his capital may grow faster. And
an investor who is interested in short-term  stock trading may acquire shares in
the  Portfolio  whenever  he  believes  the time is right to invest  in  stocks,
knowing that the Portfolio is always fully  invested in stocks and being able to
take advantage of the fact that the Portfolio  invests only in volatile  stocks.
Thereby he can maintain a larger  position in the stock market  without  risking
too much of his speculative budget. 

Investment Categories

    Dollar assets. The Prospectus describes the investment categories and Target
Percentages of the Fund's Permanent  Portfolio.  As a further elaboration on the
Dollar asset investment category,  and for information regarding the holdings of
the Treasury Bill Portfolio and the Versatile Bond Portfolio, please see the box
on the following page. Any dollar asset is subject to default risk, that is, the
risk that the  issuer's  promise to make  payment  will not be kept.  The Fund's
management  attempts  to  reduce  this  risk to a very low  level by  purchasing
high-grade  dollar  assets,  i.e.,  those  which,  in the  opinion of the Fund's
management, are secure enough to escape default even under deflationary economic
conditions.  Consequently,  the  Portfolios  do not  invest in  certificates  of
deposit or commercial  paper,  even though the yields on such investments may be
higher than the yields on high-grade  dollar  assets.  Long-term  dollar assets,
and, to a lesser extent,  short-term  dollar assets,  are subject to the risk of
rising  interest  rates.  As rates  rise,  as they tend to do during  periods of
rising inflation, the market values of dollar assets decline. See the discussion
under "Investment  Strategy -  Abruptly-slowing  inflation" above. The degree to
which the Permanent  Portfolio  through its dollar assets is exposed to the risk
of rising  interest rates can be measured by the average length to maturity (the
"term structure") of the Permanent  Portfolio's net dollar assets (the amount of
the Permanent Portfolio's dollar assets reduced by any outstanding  borrowings).
The greater the average  length to maturity,  the greater the risk.  The average
length to  maturity  of the  Permanent  Portfolio's  net dollar  assets will not
exceed 15 years. For purposes of computing the average length to maturity of the
Permanent Portfolio's dollar assets, the following method is used:

     (i) multiply the value of each dollar asset by the length of time until its
         maturity;

    (ii) compute the sum of the results of (i);

   (iii) from the result of (ii),  subtract the sum of the amount of each debt
         (including  reverse  repurchase   agreements)  owed  by  the  Permanent
         Portfolio multiplied by the length of time until its repayment is due;

    (iv) divide the result of (iii) by the  Permanent  Portfolio's  average  net
         dollar assets.


<PAGE>


                            HIGH-GRADE DOLLAR ASSETS

     U.S. Treasury Bills. Treasury bills are short-term (52 weeks or less) loans
to the U.S. Government. Treasury bills are full-faith-and-credit  obligations of
the U.S.  Treasury  and are  generally  regarded  as  being  free of any risk of
default. Treasury bills are actively traded in the open market. Because of their
short time to maturity, their day-to-day price fluctuations are small.

     U.S.  Treasury Notes and Bonds.  Treasury notes and bonds are long-term (as
long as 30 years) loans to the U.S.  Government.  Like Treasury bills,  they are
full-faith-and-credit  obligations  of  the  U.S.  Treasury  and  are  generally
regarded as free of any risk of default.  Treasury  notes and bonds are actively
traded in the open market. Because of their long maturities, they are subject to
larger day-to-day fluctuations in price than Treasury bills.

     U.S. Government Agency Securities. Short-term notes and long-term bonds are
also  issued  by  various  agencies  of the U.S.  Government  or by  enterprises
sponsored  by the  U.S.  Government,  such  as  the  Federal  National  Mortgage
Association and the Government  National Mortgage  Association.  Most such notes
and bonds are not  full-faith-and-credit  obligations  of the U.S.  Treasury and
generally do not carry a direct guaranty by the U.S. Government itself. However,
because their issuers exist to carry out government  programs,  these securities
are generally regarded as having negligible risk of default.

    High-Grade Corporate Bonds.  High-grade corporate bonds are debt obligations
of corporations with a Standard & Poor's rating of "A" or higher and a remaining
time to  maturity  of 24 months or less,  and may  include  corporate  notes and
debentures. Such bonds are not guaranteed by the U.S. Government and are subject
to some risk of default; however, the risk of default generally is considered to
be very low. Such bonds also are subject to price fluctuations caused by changes
in open-market interest rates;  however, such fluctuations are much smaller than
for long-term bonds and are only slightly greater than for U.S.  Treasury bills.
The Permanent  Portfolio may invest in high-grade  corporate bonds which, in the
opinion of the Fund's management, are secure enough to escape default even under
deflationary economic conditions.

    Banker's Acceptances. A banker's acceptance is a post-dated check written by
a business (not  necessarily a major  corporation)  that has been "accepted" and
guaranteed by a bank. Usually,  the post-dating is for no more than nine months.
The types of acceptances  which the Permanent  Portfolio would acquire are those
which are actively traded in the open market.

    There are two, often three, guaranties behind a banker's acceptance.  First,
the acceptance is an obligation of the bank that has accepted it. Second, if the
accepting  bank should  default on its  obligation,  the business that wrote the
accepted  check  ordinarily  would be  responsible  for  making  payment  to the
investor.  Third,  an acceptance is often secured by a pledge of  merchandise or
other property.  Banker's acceptances are generally regarded as among the safest
of all  privately  issued,  short-term  dollar  assets.  The  Fund's  management
considers   banker's   acceptances,   with  their  multiple   backings,   to  be
significantly safer than certificates of deposit, which represent the obligation
of a single entity.

    Repurchase  Agreements.  In a repurchase agreement,  the Permanent Portfolio
buys an investment (the  "underlying  security"),  such as a Treasury bond, that
the  seller  agrees to buy back at a later date for a stated  price.  Repurchase
agreements entered into by the Permanent  Portfolio will generally run for seven
days or less. The Permanent  Portfolio earns interest on the transactions either
in the form of an explicit payment or in the form of a differential  between the
purchase price and the repurchase price.

    Repurchase  agreements may be considered  loans to sellers of the underlying
securities, with those securities constituting the collateral for the loans. The
Permanent Portfolio would suffer a loss on a repurchase  agreement if the seller
defaulted on his  obligation to repurchase the  underlying  securities  when the
value of the  securities  had  declined to less than the agreed upon  repurchase
price. In order to reduce the risk of loss from such transactions, the Permanent
Portfolio will enter into repurchase  agreements whose underlying securities are
only U.S. Treasury securities,  U.S. Government Agency securities,  and banker's
acceptances,  which in the opinion of the Fund's management  present only a very
small risk of default.

    The Permanent Portfolio generally will enter into repurchase agreements only
with  banks.  It may enter  into a  repurchase  agreement  with a  broker-dealer
provided that the agreement is fully collateralized and "marked to market" daily
(which would  require  sufficient  adjustments  of cash or collateral to be made
each day so that the current  value of the  collateral  is at least equal to the
amount of the loan including accrued interest thereon). Such collateral would be
deposited with the Fund's custodian.
<PAGE>
                                 DOLLAR ASSETS

    Attached to this SAI as  Appendix A are two tables that show the  historical
performance  of various  types of dollar  assets from  December  1981 to January
1995. The dollar assets and their respective  sources of data are the following:
30-year U.S.  Treasury bonds  ("T-Bonds"),  coupon-equivalent  yield reported by
Bank of America;  20-year U.S.  Government Agency bonds through January 1995 and
30-Year   U.S.    Government   Agency   bonds   thereafter   ("Agency   Bonds"),
coupon-equivalent  yield  reported  by Bank of America;  short-term,  high-grade
corporate  bonds  ("STHG  Bonds"),   average  of  coupon-equivalent  yields  for
corporate  bonds with  maturities of one to two years and rated "A" or higher by
Standard & Poor's included in the Salomon  Brothers Broad  Investment Grade Bond
Index;  91-day U.S.  Treasury  bills  ("T-Bills"),  bank  discount  rate thereon
reported  by  the  Federal  Reserve   System;   3-month   banker's   acceptances
("Acceptances"), bank discount rate thereon reported by Bank of America; 3-month
bank  certificates of deposit  ("CDs"),  bank discount rate thereon  reported by
Bank of America;  overnight repurchase agreements for U.S. Government securities
("Repos"), bank discount rate thereon reported by Bank of America.
   
 Table 1 shows, as of the last business day of each month in the period,  for
T-Bonds,   Agency   Bonds   and  STHG   Bonds,   the   respective   instrument's
coupon-equivalent  yield and annual  yield and the  current  market  price of an
instrument  whose market price was 100 at the end of the  preceding  month ("Old
Bond  Price").  Table 2 shows,  as of the last business day of each month in the
period,  the bank  discount  rate,  the annual  yield and the  market  price for
T-Bills,  Acceptances  and CDs and the bank  discount  rate and annual yield for
Repos.  All  calculations of annual yields assume  reinvestment of all interest.
For STHG Bonds,  the calculation of Old Bond Price assumes a term to maturity of
18 months.
                                     Stocks

    Attached  to this SAI as  Appendix  B is a table  that  shows  the Dow Jones
Industrial  Average and the Standard & Poor's 500 Stock Index daily from January
2, 1990 to January 31, 1995.

<PAGE>


    Repurchase  agreements.  The Permanent  Portfolio  may also hold  repurchase
agreements on the dollar assets described  above.  (The Treasury Bill Portfolio,
the  Versatile  Bond  Portfolio  and the  Aggressive  Growth  Portfolio may also
include  repurchase  agreements  in their  assets.) See the box on the preceding
pages. A Portfolio  would suffer a loss on a repurchase  agreement if the seller
defaulted  on his  repurchase  obligation  when  the  value  of  the  underlying
investment had declined to less than the agreed upon repurchase  price. In order
to reduce the risk of loss from such  transactions,  a Portfolio will enter into
repurchase  agreements  whose  underlying  investments  are,  in the case of the
Permanent  Portfolio,  the Versatile Bond  Portfolio and the  Aggressive  Growth
Portfolio,  only other  Dollar  assets  (or,  in the case of the  Treasury  Bill
Portfolio,  Treasury securities),  which in the opinion of the Fund's management
present only a very small risk of default. Less than 5% of the net assets of the
Fund during the last fiscal year were subject to repurchase agreements,  and the
Fund intends  that less than 5% of its net assets will be subject to  repurchase
agreements during the current fiscal year.
 
   Gold. The Permanent  Portfolio will buy and sell gold only to and from banks
(both  U.S.  and  foreign),  regulated  U.S.  commodities  exchanges,  exchanges
affiliated with a regulated U.S. stock exchange, and dealers who are members of,
or affiliated  with members of, a regulated U.S.  commodities  exchange or stock
exchange or approved by the U.S.  Treasury  as  qualified  to purchase  American
Eagle coins from the U.S. Mint, or interests  equivalent  thereto, in accordance
with applicable  investment  laws. They will not purchase gold from any producer
of the  metal or in any form that is not  readily  marketable.  However,  to the
extent that the Permanent  Portfolio  actually holds gold bullion and coins,  it
may  encounter  higher  storage  and  transaction   costs  than  those  normally
associated  with the  ownership  of  securities.  Gold  generates no interest or
dividends, offering only the potential for capital appreciation.

     Silver. The Permanent  Portfolio's silver holdings may include bullion type
silver coins minted by the U.S. Treasury.

     Swiss franc assets. The Permanent  Portfolio also holds Swiss franc assets.
The  Swiss  franc is  subject  to the risk  that  inflation  (either  actual  or
expected)  will  decrease in the U.S. or rise in  Switzerland.  The price of the
Swiss  franc  is  also  subject  to the  imposition  of  exchange  controls;  to
manipulation by the Federal  Reserve System,  the Swiss National Bank, and, to a
lesser  extent,  by other Swiss  central  banks and  official  agencies;  and to
investment  controls  established  by  the  Swiss  or  U.S.  Government.   While
Switzerland  has  historically  been a politically  stable  nation,  there is no
assurance that the country may not become subject to the risks  discussed  under
"Foreign Investments" in the Prospectus.

    Real  estate  and  natural  resource  company  stocks.  Investments  in  the
Permanent  Portfolio's  real estate and natural resource company stocks category
are generally common stocks,  but the Permanent  Portfolio may acquire preferred
stocks,  shares of beneficial  interest in real estate  investment  trusts,  and
American  Depository  Receipts  ("ADRs")  on stocks  within this  category.  The
Permanent  Portfolio  will invest in a security in this  category  only if it is
listed on a national  securities  exchange in the United  States,  the principal
exchange of a foreign country, as determined by the Board of Directors, or is an
over-the-counter stock quoted on NASDAQ.

    Aggressive   growth  stocks.   Investments  in  the  Permanent   Portfolio's
aggressive  growth stocks  category,  and  investments in the Aggressive  Growth
Portfolio,  may  include  stock  warrants.  Most stock  warrants  are subject to
expiration,  which causes their value to dwindle with the passage of time.  Each
of the  Permanent  Portfolio's  and  the  Aggressive  Growth  Portfolio's  total
investments  in  warrants is limited to a value (at the lower of cost or market)
not to exceed 5% of the  Portfolio's  net  assets;  and  warrants  which are not
listed on the New York or  American  Stock  Exchanges  may not  exceed 2% of the
Portfolio's net assets.

    Short-term corporate bonds.  Investments in the Permanent Portfolio's dollar
asset category,  and  investments in the Versatile Bond  Portfolio,  may include
short-term  corporate  bonds  rated  "A" or  higher by  Standard  & Poor's  when
acquired  by  the  Portfolio,   but  whose  ratings   subsequently  have  become
downgraded.  Ordinarily  the Portfolio  will sell any  investment  that has been
downgraded below Standard & Poor's "A" rating, but may retain such an investment
if, in the opinion of the Fund's management, the investment still appears secure
enough to escape default even under deflationary economic conditions and if such
investments in the aggregate do not exceed 2% of the Portfolio's net assets.

Illiquid Investments

    The Permanent  Portfolio may hold in the aggregate a maximum of 10%, and the
Aggressive  Growth  Portfolio  may hold in the aggregate a maximum of 5%, of its
net assets in  investments  that have no ready market for resale and  securities
for which no readily  available market quotation  exists,  including  repurchase
agreements  maturing in more than 7 days.  For this purpose,  securities of U.S.
issuers are deemed to have no readily  available  market  quotation  if they are
restricted  securities  (securities that must be registered under the Securities
Act of 1933 before  they may be offered or sold to the  public);  securities  of
non-governmental  foreign issuers are deemed to have no readily available market
quotation if they are not listed or traded on a  recognized  domestic or foreign
securities  exchange;  other assets of the Portfolio are deemed to have no ready
market for resale if, in the opinion of the Fund's Board of  Directors,  no bona
fide  market  exists  for the asset at the time of its  purchase  or  subsequent
valuation.  However,  no investment is counted toward the limit if its bid/asked
spread (on bona fide quotes from  dealers  and  market-makers)  normally is less
than 4%, or if it is subject to a put option  exercisable in 7 days or less or a
forward contract that matures in 7 days or less.

    Such  illiquid  investments  may  include  investments  in  a  broker-dealer
subsidiary  of the Fund in  amounts  not to  exceed in the  aggregate  1% of the
Permanent Portfolio's net assets and 2% of the Aggressive Growth Portfolio's net
assets. The business of World Money Securities,  Inc., a subsidiary of the Fund,
is to execute orders to purchase and sell  exchange-traded and  over-the-counter
securities,  and to participate on a "best  efforts" basis in  underwritings  of
primary and  secondary  offerings  of  securities,  which may be  purchased by a
Portfolio,  subject to certain limitations under applicable securities laws, and
by others.  The  failure of World  Money  Securities,  Inc.  to comply  with the
extensive regulations to which a broker-dealer is subject by various federal and
state regulatory bodies could result in fines and other  substantial  penalties,
and could invite litigation  seeking  substantial  damages,  against World Money
Securities, Inc. Also, see "Investment Restrictions" below.

    If through the  appreciation  of restricted  securities and other assets for
which no readily  available  market  quotation or ready market exists or through
the  depreciation of  unrestricted  securities or other assets for which a ready
market does exist,  more than 10% of the Permanent  Portfolio's  net assets,  or
more than 5% of the Aggressive Growth Portfolio's net assets, should be invested
in illiquid assets, then the Fund's management would consider  appropriate steps
to protect its liquidity.  Less than 5% of the Permanent  Portfolio's assets and
less than 5% of the Aggressive Growth  Portfolio's assets during the last fiscal
year were considered to be illiquid investments, and the Permanent Portfolio and
the  Aggressive  Growth  Portfolio  each intends that less than 5% of its assets
will be considered to be illiquid  investments  during the current  fiscal year.

Offsetting and Indirect Investments

    The Permanent  Portfolio,  in carrying out its  investment  and tax planning
policies and in maintaining the Target Percentage for each investment  category,
and the  Aggressive  Growth  Portfolio,  in carrying out its  investment and tax
planning policies,  each may write covered call options and purchase put options
on stocks  that it owns,  make short  sales of stocks  that it owns,  and borrow
money and enter into reverse repurchase agreements. The Permanent Portfolio also
may buy and sell gold, silver, and Swiss francs in the forward market (including
through  the  purchase  and sale of futures  contracts).  None of the  Permanent
Portfolio's  assets  during the last fiscal year was subject to or  consisted of
covered call options,  put options,  forward  contracts,  short sales,  borrowed
money or reverse repurchase agreements,  and the Permanent Portfolio anticipates
that none of its assets  will be subject  to or consist of such  investments  or
techniques  during  the  current  fiscal  year.  None of the  Aggressive  Growth
Portfolio's  assets  during the last fiscal year was subject to or  consisted of
covered call  options,  put  options,  short  sales,  borrowed  money or reverse
repurchase agreements, and the Aggressive Growth Portfolio anticipates that none
of its assets will be subject to or consist of such  investments  or  techniques
during the current fiscal year.  Although these devices are commonly  associated
with speculative,  short-term  trading,  each of the Permanent Portfolio and the
Aggressive  Growth  Portfolio is  prohibited  from using them,  and will not use
them,  for such purpose (or in  contravention  of such rules and  regulations or
orders as the Securities and Exchange  Commission may prescribe).  The Permanent
Portfolio  will use  short  sales,  forward  contracts,  put and  call  options,
borrowings  and  reverse  repurchase  agreements  only to  reduce  discrepancies
between the Permanent  Portfolio's actual holdings and the Target Percentages in
instances  where the devices appear to offer an advantage in price or yield over
a direct  purchase or sale of the  underlying  asset,  or for tax planning.  The
Aggressive  Growth  Portfolio will use such devices only in instances where they
appear to offer an advantage in price or yield over a direct purchase or sale of
the underlying asset, or for tax planning.  Each of the Permanent  Portfolio and
the  Aggressive  Growth  Portfolio  expects,  when it uses put and call options,
forward contracts,  and short sales,  actually to make or accept delivery of the
underlying  asset. The Permanent  Portfolio and the Aggressive  Growth Portfolio
would elect not to make or accept  delivery only when so electing  would, in the
opinion of the Fund's management,  achieve an advantage in price,  yield, or tax
planning.  In such instances,  those  Portfolios  would enter into an offsetting
option  transaction  (selling the put and purchasing the call), or an offsetting
forward transaction (selling or purchasing a forward contract, as the case might
be),  or would  close  out the  short  sale by  purchasing  and  delivering  the
underlying  securities.   Those  Portfolios  generally  would  incur  additional
brokerage  costs in doing so.  The  Permanent  Portfolio  may  engage in forward
contracts  and short sales  outside of the United  States,  which  might  entail
additional risks. See "Foreign Investments" in the Prospectus.

    Because  the   Permanent   Portfolio  is  required  to  observe  the  Target
Percentages  and because  the  Permanent  Portfolio  and the  Aggressive  Growth
Portfolio each observes other restrictions governing its activities,  the Fund's
management believes that the risks commonly associated with the above investment
devices are greatly reduced or eliminated.

    As an example of how the Permanent Portfolio might use these devices, if the
Permanent  Portfolio's actual holdings of gold exceeded the Target Percentage of
20%,  the  Permanent  Portfolio  might enter into a forward  sale for the excess
amount.  The  quantity of gold subject to the forward sale then would be counted
as an offset against the Permanent Portfolio's actual holdings,  and the payment
receivable from the forward sale would be counted as a dollar asset.

    Similarly,  the  Permanent  Portfolio  might  increase  its  position  in an
investment  category by making purchases in the forward market. For example,  if
the  Permanent  Portfolio's  actual  holdings  of silver  fell  below the Target
Percentage of 5%, the Permanent  Portfolio  might purchase silver in the forward
market  and count it as silver  owned.  The money  payable  to the  seller  upon
delivery of the silver to the Permanent  Portfolio would be counted as an offset
against the Permanent Portfolio's holdings of dollar assets.

    As a further  example,  the  Permanent  Portfolio or the  Aggressive  Growth
Portfolio might use put and call options to effectively reduce its holdings of a
particular stock. Those Portfolios would do so by writing (selling) call options
on the shares of stock  they owned and  simultaneously  purchasing  put  options
(with the same expiration date and striking price) on the same stock. The effect
of the option  transactions  would be  virtually to  eliminate  the  Portfolio's
interest in the price of the stock for the  duration of the  options,  since the
net value of the option  position would (within narrow limits) change dollar for
dollar  with,  but in the  direction  opposite  to,  changes in the price of the
stock.  The combined  dollar value of the stock and the option position would be
approximately  fixed,  but,  due to  competitive  factors in the option  market,
normally would tend to rise gradually over the life of the options. Accordingly,
while the option position remains open, the Permanent  Portfolio would count the
value of the stock together with the option position as a dollar asset.

    The Permanent  Portfolio  may borrow money or enter into reverse  repurchase
agreements  in order to reduce its net  holdings  of dollar  assets to the level
called for by the Target  Percentages,  but the  Portfolio  may not and will not
borrow for the purpose of  speculative,  short-term  trading.  The amount of any
borrowing by the Permanent  Portfolio  would be counted as an offset against the
Permanent Portfolio's holdings of dollar assets, and the money borrowed would be
invested to increase  the  Permanent  Portfolio's  holdings in other  investment
categories to the levels called for by the Target Percentages.

    Additional information regarding offsetting and indirect investments appears
below.

    Put and call options.  In exchange for a premium,  the seller  (writer) of a
call option  grants to the option  buyer the right,  until a certain  expiration
date, to purchase shares of stock at a fixed price (the striking  price).  For a
speculative trader, the risk assumed by selling a call option is that the market
price of the underlying stock prevailing on the expiration date may be above the
option's striking price. In that case the speculative  option seller (unlike the
Permanent  Portfolio and the Aggressive  Growth  Portfolio,  which would own the
underlying  stock) could be forced to purchase the stock to cover the option and
deliver it to the option buyer.  The  difference  between the option's  striking
price and the  stock's  price in the open market  would  represent a loss to the
option seller.

    By paying a premium, the purchaser of a put option acquires the right, until
a certain  expiration  date, to sell shares of stock at a fixed striking  price.
For a speculative  trader, the risk of purchasing a put is that the market price
of the  underlying  stock  prevailing  on the  expiration  date may be above the
option's  striking price. In that case the option would expire worthless and the
entire amount invested in it would be lost.

    The purchase of a put option  simultaneously  with the sale of a call option
(on the same  stock and with the same  striking  price and  expiration  date) is
considered  in economic  effect a short sale of the  underlying  stock;  the net
value of the option  position  tends to change dollar for dollar with,  but in a
direction counter to, the price of the underlying stock. The Permanent Portfolio
or the Aggressive  Growth Portfolio might enter into a short sale,  instead of a
combined option  transaction,  of a particular  stock that it owned if no option
were  available on the stock or if the short sale provided an advantage in price
over a combined option transaction.

    The combined option  transaction also involves both the payment of a premium
(for the purchase of the put option) and the receipt of a premium (from the sale
of the call  option).  For a  speculative  trader,  the risk of such a  combined
option  transaction is that the price of the underlying stock will rise. In that
case,  each  one-dollar rise in the price of the stock would result in a loss of
approximately one dollar on the combined option transaction.

    The only type of option  transaction  which the  Permanent  Portfolio or the
Aggressive Growth Portfolio may enter into is the combined transaction described
in the preceding  paragraph.  However,  those  Portfolios will enter into such a
transaction  only if they actually own the stock to which the options apply, and
they will continue to hold the option  position only while they continue to hold
the  stock.  Thus  any  loss  on a  permissible  option  transaction  should  be
approximately  equalled by a gain on the price of the stock.  Consequently those
Portfolios  will  not be  exposed  to the  risks  normally  associated  with the
speculative use of put and call options.

    Each of the Permanent  Portfolio  and the  Aggressive  Growth  Portfolio has
adopted the following  operating  policies with respect to option  transactions,
which may be changed only by the Fund's Board of Directors:

    o   the  aggregate  value  of  the  stock  underlying  option  transactions,
        determined  as of the  date  the  options  are  entered  into,  will not
        ordinarily  exceed 10% and may not exceed  25% of such  Portfolio's  net
        assets.  Neither of such  Portfolio's  net assets during the last fiscal
        year were subject to option  transactions,  and each of such  Portfolios
        intends  that less than 5% of its net  assets  will be subject to option
        transactions during the current fiscal year;

    o   the stock underlying the options must be listed on a national securities
        exchange,  and the option  must be issued by the Chicago  Board  Options
        Clearing Corporation;

    o   the  aggregate  premiums  paid  for all put  options  purchased  by such
        Portfolio and held by such  Portfolio at any one time will not exceed 2%
        of such Portfolio's net assets;

    o   the  stock   underlying  the  options  must  be  qualified  within  such
        Portfolio's investment categories; and

    o   the maximum term of the options will not exceed nine months.

     Any gain (or loss) on stocks liquidated  through such an option transaction
would be recognized in the year the options are exercised. During most months of
the year,  options are available  that do not expire until the  following  year.
Thus,  provided that the holder of the call option which the Permanent Portfolio
or the Aggressive  Growth Portfolio has sold does not exercise it before the end
of the year in which it is written,  the Portfolio  could use a combined  option
transaction to defer  recognition of a capital gain (or loss) into the following
year. In some cases those Portfolios might want to accomplish such a deferral in
order to offset the gain (or loss) of one stock  position  against  the loss (or
gain) from the sale of other  assets.  In addition,  the net proceeds of a stock
liquidation through a combined option transaction may be greater,  even allowing
for brokerage costs, than through a direct sale.

    Forward contracts. A forward purchase obligates the purchaser to pay a fixed
price for a  commodity  (or  currency)  to be  delivered  at a fixed date in the
future.  A forward sale is the counterpart of a forward  purchase;  it obligates
the seller to deliver a commodity (or currency) on a fixed date in the future in
exchange for a fixed price.

    Except for futures contracts (the type of forward contract that is traded on
a U.S. futures  exchange),  forward contracts usually are settled in cash at the
contract's  maturity  date.  A  futures  contract,  on the other  hand,  usually
involves daily settlement, in cash, of the gain or loss on the commodity's price
each day.  Commodity  futures contracts traded on U.S.  commodity  exchanges are
subject to the regulation of the exchange and of the Commodity  Futures  Trading
Commission  under  the  Commodity  Exchange  Act,  in  order  to  prevent  price
manipulation  and excessive  speculation,  and to promote  orderly and effective
commodity futures markets.  Such regulations may include trading and daily price
limits, position limits, and margin requirements.  Forward contracts with a bank
or dealer  generally  are not secured or  guaranteed  by an  exchange,  clearing
corporation, or similar entity.

    Because it is possible to enter into forward purchase and sales contracts by
making an initial  payment of as little as 5% (or even less) of the value of the
commodity,  forward  contracts  can involve a high degree of risk;  even a small
decline in the price of the commodity could result in the loss of most or all of
the cash invested. The Permanent Portfolio, however, will not trade in commodity
forward  contracts;  it will enter into  forward  purchases  only for amounts of
commodities (or Swiss francs) needed to meet the Target Percentages, and it will
enter into forward  sales only for amounts of  commodities  (or Swiss francs) it
actually  owns that exceed the Target  Percentages.  Consequently  the Permanent
Portfolio  will not be subject to the high  degree of risk  associated  with the
speculative use of forward contracts, although each forward transaction,  viewed
in isolation,  would still appear to involve the risks normally  associated with
forward  contracts.   Furthermore,  the  Permanent  Portfolio  has  adopted  the
following operating  policies,  which may be changed only by the Fund's Board of
Directors:

    o   the Permanent  Portfolio will use forward  contracts only to acquire and
        dispose  of actual  commodities  (or Swiss  francs)  within  the  Target
        Percentages, and not for any speculative purpose;

    o   the Permanent Portfolio will enter into forward contracts only through a
        regulated  U.S.  commodity  exchange  or dealers  who are  members of or
        affiliated with members of a regulated U.S. commodity exchange,  or with
        the ten largest (in assets) U.S.  banks or ten largest (in assets) Swiss
        commercial banks, excluding cantonal and savings banks, as determined by
        the Swiss National Bank;

    o   the Permanent  Portfolio's  net assets plus  borrowings by the Permanent
        Portfolio and the aggregate  price of all  commodity  forward  contracts
        owned by the Permanent  Portfolio (measured by multiplying the number of
        units to which the contracts refer by the price per unit specified) will
        equal at least  300% of the  aggregate  price of all  commodity  forward
        contracts owned by the Permanent  Portfolio and any  borrowings.  If the
        300%  requirement  specified  above is not being  met at any  time,  the
        Permanent  Portfolio  will take the necessary  steps to restore the 300%
        coverage  within  three  business  days.  Sales  of  commodity   forward
        contracts  in order to  comply  with this  300%  limitation  may have an
        adverse impact on the Permanent Portfolio;

    o   the Permanent  Portfolio  will  segregate,  and maintain in a segregated
        account until the  commodity  forward  purchase  contract is closed out,
        cash or U.S. government  securities equal in value to the purchase price
        required to be paid by the  Permanent  Portfolio  due on the  settlement
        date under the contract;

    o   the  Permanent  Portfolio  will not  invest  (including  the  placing of
        additional  margin  deposits) more than twice the amount of the original
        margin deposit in any commodity forward contract; and

    o   the Permanent Portfolio will not invest in, or be contingently obligated
        in connection  with,  commodity  contracts in an amount exceeding 10% of
        its assets.

    The assets  maintained  in the  segregated  account  referred  to above will
continue to be treated as dollar  assets for purposes of the Target  Percentages
until the settlement date under the contract.

    The Permanent  Portfolio did not engage in any forward  contracts during the
last fiscal year, and does not intend to engage in any forward  contracts during
the current fiscal year.

    Short sales.  A short sale  obligates  the seller to deliver a security at a
later, perhaps indefinite,  date. In return, the seller receives a price that is
fixed on the date of the sale.  For a speculative  trader,  the risk of making a
short sale is that the price of the security will rise, forcing the short seller
to purchase the security at a higher price than he receives from the short sale.
In principle, the potential loss is unlimited,  since there is no absolute limit
on how high an investment's price might rise.

    Each of the Permanent  Portfolio and the  Aggressive  Growth  Portfolio will
enter into short sales only of stocks which it  contemporaneously  owns,  and it
will retain such stocks so long as the short  position  remains open.  (In other
words,  those  Portfolios  will  enter  into  short  sales  "against  the box.")
Consequently  those  Portfolios will not be exposed to the risks associated with
the  speculative  use of short sales.  Neither the  Permanent  Portfolio nor the
Aggressive  Growth  Portfolio  entered  into short sales  during its last fiscal
year,  nor intends to enter into short sales  during its  current  fiscal  year.
Furthermore,  the Permanent  Portfolio and the Aggressive  Growth Portfolio each
has adopted the following  operating policies with respect to short sales, which
may be changed only by the Fund's Board of Directors:

    o   such  Portfolio  will limit the dollar  amount of short sales at any one
        time to a value  ordinarily  not to  exceed  10% and in no  instance  to
        exceed 25% of its net assets; and

    o   the value of securities of any one issuer in which such Portfolio may be
        short will not exceed the lesser of 2% of the value of such  Portfolio's
        net assets or 2% of the securities of that class of that issuer.

    For tax  purposes,  a capital  gain (or loss) on a short sale is  recognized
when the seller makes delivery of the securities he has sold short. The gain (or
loss)  is  long-term  only if the  securities  had been  held for more  than the
applicable minimum holding period for long-term capital gains at the time of the
short sale.

    Borrowed money. The purchase of investments with borrowed money can entail a
higher degree of risk from price  fluctuations  than a cash purchase using one's
own  funds,  since  the  borrowings  allow  the  buyer to  purchase  more of the
investment  than he could  using only his own cash.  For  example,  if the buyer
finances a purchase 50% with his own cash and 50% with borrowed  funds,  each 1%
decline in the price of the  investment  would result in a 2% decline in the net
value of his position in the investment.  A 50% decline in price would result in
a total loss. In addition,  the buyer would incur  interest  expense on borrowed
funds.

    Because the  Permanent  Portfolio  will borrow money only to the extent that
its holdings of dollar assets exceed the Target  Percentage  for dollar  assets,
and because the  Permanent  Portfolio  may use  borrowed  money only to purchase
investments to meet the Target  Percentages,  borrowing can add to the Permanent
Portfolio's risk of loss from investment price  fluctuations  only to the extent
that the  borrowings  extend the average  length to  maturity  of the  Permanent
Portfolio's net dollar assets beyond 15 years, thereby exposing the market value
of the  Permanent  Portfolio's  dollar  assets to  fluctuations  in prices  with
changes  in  interest  rates and other  factors.  However,  as  indicated  under
"Investment  Categories"  above, the average length to maturity of the Permanent
Portfolio's  net dollar assets may not exceed 15 years - a term  structure  that
the  Permanent  Portfolio  could  achieve  without  the use of  borrowed  money.
Consequently the Permanent  Portfolio's  ability to borrow will not increase its
potential exposure to loss from investment price fluctuations.  Furthermore, the
Permanent  Portfolio,  the Versatile Bond  Portfolio and the  Aggressive  Growth
Portfolio  each has adopted the  following  operating  policies  with respect to
borrowings:

    o   the amount of money  such  Portfolio  may borrow  will be limited by the
        Investment  Company  Act of 1940 (the "Act") so that  immediately  after
        such  borrowing the amount  borrowed may not exceed 33 1/3% of the value
        of such  Portfolio's  assets  (including  the amount  borrowed) less its
        liabilities  (not including any borrowings but including the fair market
        value at the time of computation of any securities with respect to which
        there are open short positions). If, due to market fluctuations or other
        reasons,  the value of such Portfolio's  assets falls below the coverage
        requirement of the Act, such Portfolio will, within three business days,
        reduce its debt to the extent  necessary.  To do this such Portfolio may
        have to  sell a  portion  of its  investments  at a time  when it may be
        disadvantageous to do so;

    o   such  Portfolio may borrow only from banks in  accordance  with the Act,
        and will also be subject to  applicable  margin  limitations  imposed by
        regulations adopted by the Federal Reserve Board;

    o   in observing  these limits,  such  Portfolio  will count the proceeds of
        reverse repurchase agreements (see below) as borrowed money; and

    o   such  Portfolio  will  segregate,  and maintain in a segregated  account
        until the borrowing is repaid,  cash,  U.S.  government  securities,  or
        other  appropriate  liquid  assets  equal to the  amount  borrowed.  See
        "Forward contracts" above for the treatment of the segregated assets.

     No Portfolio  engaged in any borrowings during the last fiscal year, and no
Portfolio intends to engage in any borrowings during the current fiscal year.

    Reverse repurchase  agreements.  A reverse repurchase agreement is a special
device for  borrowing  money.  Under such an  agreement,  the borrower  sells an
investment (usually a bond, money market instrument,  or other dollar asset) and
agrees to repurchase it later at a fixed price. Because it is possible to borrow
nearly the  entire  purchase  price of a bond or other  dollar  asset  through a
reverse  repurchase  agreement,  such  agreements  can be  used  by  traders  to
speculate on price changes, especially price changes associated with declines in
interest rates.  Such  speculation is highly risky,  since an unforeseen rise in
interest  rates  could  cause a loss that  equalled  or even  exceeded  the cash
invested.

    Neither the  Permanent  Portfolio,  the  Versatile  Bond  Portfolio  nor the
Aggressive  Growth  Portfolio  will use reverse  repurchase  agreements  for any
speculative  purpose.  Reverse  repurchase  agreements  have  virtually the same
effect on a Portfolio as borrowing.  Those Portfolios might enter into a reverse
repurchase  agreement,  instead  of  a  borrowing,  if  the  reverse  repurchase
agreement  provides an advantage in interest rate over a borrowing.  None of the
Permanent  Portfolio's,  the Versatile Bond Portfolio's or the Aggressive Growth
Portfolio's  net assets  during  the last  fiscal  year were  subject to reverse
repurchase  agreements,  and none of such Portfolios intends that its net assets
will be subject to reverse repurchase agreements during the current fiscal year.

    The Permanent  Portfolio,  the Versatile  Bond  Portfolio and the Aggressive
Growth  Portfolio will count the proceeds of a reverse  repurchase  agreement as
borrowed  money.  Consequently,  as in the case of direct  borrowing  (discussed
above) a Portfolio's use of reverse repurchase  agreements should not add to its
potential risk of loss from  investment  price  fluctuations.  Furthermore,  the
Permanent  Portfolio,  the Versatile Bond  Portfolio and the  Aggressive  Growth
Portfolio  each has adopted the  following  operating  policies  with respect to
reverse repurchase agreements:

     o  such Portfolio will enter into only those reverse repurchase  agreements
        that have a specified repurchase price;

     o  such Portfolio will enter into reverse  repurchase  agreements only with
        banks; and

     o  such  Portfolio  will  segregate,  and maintain in a segregated  account
        until the  reverse  repurchase  agreement  is  closed  out,  cash,  U.S.
        government  securities,  or other appropriate liquid assets equal to the
        repurchase price. See "Forward contracts" above for the treatment of the
        segregated assets.

    Default  risk.  Put  and  call  options,  forward  purchases,  short  sales,
borrowings,  and reverse  repurchase  agreements all involve contracts between a
Portfolio and a bank, broker, dealer, or clearinghouse. A default by any of them
could expose the Portfolio to serious loss.  Although the risk of such a loss is
small, the Fund's management intends to reduce a Portfolio's  exposure by giving
preference to banks, brokers,  dealers, and clearinghouses which, in the opinion
of the Fund's management, have an especially high degree of creditworthiness and
by giving  preference to transactions  that require the  corresponding  party to
pledge or  otherwise  deliver or  establish  collateral  to the  benefit of such
Portfolio. 

Strategic Portfolio Adjustments

    Because investment prices are constantly changing, the actual composition of
the  Permanent   Portfolio's  holdings  will  never  exactly  match  the  Target
Percentages.  Ordinarily,  whenever the Permanent Portfolio's actual holdings in
any investment  category deviate from the category's  Target  Percentage by more
than 1/10 of the Target  Percentage,  the Permanent  Portfolio  will buy or sell
investments  to correct the  discrepancy  (unless it is  corrected by changes in
market  prices)  and will do so  within  30 days  from the  initial  day of such
deviation.

    The  Permanent  Portfolio's  management  is  authorized  to delay  portfolio
adjustments  whenever,  in its  opinion,  extraordinary  circumstances  make  it
desirable  to do so. In the  event of such a delay,  the  Permanent  Portfolio's
actual holdings in one or more investment  categories could deviate by more than
1/10 from the Target  Percentages for those categories for a period in excess of
30 days. Circumstances that might occasion a delay include:

    1.  A disorderly market,  i.e., when the differences  between the buying and
        selling  prices (bid and asked) quoted by market  makers and  investment
        dealers are, in the opinion of the Fund's management, abnormally large;

    2.  A banking  crisis or other  financial  emergency  that  compromises  the
        ability of brokers and dealers to consummate investment transactions;

    3.  The inability to make a portfolio adjustment without recognizing a large
        short-term capital gain; and

    4.  The inability to make a portfolio  adjustment  without  jeopardizing the
        Permanent  Portfolio's  federal  tax  status as a  regulated  investment
        company.

    The Permanent  Portfolio will not delay portfolio  adjustments called for by
the Target Percentages in anticipation of a change in the general price level of
any investment category.

    A Portfolio  may acquire  assets from another  Portfolio  that are otherwise
qualified investments for the Portfolio,  so long as neither Portfolio bears any
mark-up  or  spread  and no  commission,  fee or other  remuneration  is paid in
connection with the acquisition.  Any such transaction  would be a cash purchase
or sale of a security for which market quotations are readily available,  at its
independent  current market price,  in a manner  consistent  with SEC Rule 17a-7
under the Investment Company Act of 1940. 

Investment Restrictions

    The  investment  policies and  restrictions  described in the Prospectus and
this  SAI  are  intended  to  remain  in  force  indefinitely.   The  investment
restrictions described below have been adopted by the Fund as operating policies
and are subject to change by the Fund's Board of  Directors.  However,  the Fund
will not change any  operating  policy  without  notifying its  shareholders  in
advance. The Fund will not:

    1.  Purchase  securities of companies for the purpose of exercising  control
        or management.

    2.  Purchase  securities  on margin,  although the  Permanent  Portfolio may
        enter into commodity  forward contracts (but only in accordance with the
        operating  procedures and policies contained elsewhere in the Prospectus
        and this SAI) and obtain such short-term  credit as may be necessary for
        the clearance of purchases and sales of portfolio investments.

    3.  Purchase  securities of any other registered open-end investment company
        except as part of a merger or consolidation.

    4.  Invest in straddles or spreads.

    5.  Purchase from or sell to any officer,  director or employee of the Fund,
        or its adviser,  or any of its  partners or  employees,  any  securities
        other than shares of any Portfolio of the Fund.

    6.  Purchase or retain the  securities  of any issuer if those  officers and
        directors  of the Fund or partners of its  adviser  owning  individually
        more than 1/2% of a class of securities of such issuer together own more
        than 5% of such securities of such issuer.

    7.  Retain a  custodian  for its assets  which shall be other than a bank or
        trust company having at least $2,000,000 in aggregate  capital,  surplus
        and undivided profits and, upon the resignation or inability to serve of
        the  custodian,  the Fund  shall  use its best  efforts  to  obtain  and
        transfer its assets to a similarly  qualified custodian or submit to its
        stockholders the question whether to function without such a custodian.

    8.  Invest more than 5% of the value of the total  assets of a Portfolio  in
        securities of companies which together with  predecessors  have a record
        of less than three years' continuous operation.

    9.  Pledge,  mortgage or hypothecate assets of any Portfolio having a market
        value  greater  than 15% of the value of that  Portfolio's  gross assets
        (taken  at  cost),  except  to  secure  permitted   borrowings  of  that
        Portfolio.  Less than 5% of the value of any  Portfolio's  gross  assets
        during the last fiscal year were pledged, mortgaged or hypothecated, and
        each  Portfolio  intends  that  less  than 5% of the  value of its gross
        assets will be pledged,  mortgaged  or  hypothecated  during the current
        fiscal year.

    10. Use as security for  borrowings of any Portfolio  more than 35% of value
        of that  Portfolio's  assets.  Less than 5% of value of any  Portfolio's
        assets during the last fiscal year were used as security for  borrowings
        of that Portfolio, and each Portfolio intends that less than 5% of value
        of its assets will be so used during the current fiscal year.

     Under the Investment  Company Act of 1940, certain policies of the Fund may
not be changed  unless  authorized by the vote of a majority of its  outstanding
voting  securities.  In addition to those fundamental  policies described in the
Prospectus, without shareholder approval:

    1.  Subject to the policy regarding a wholly-owned broker-dealer subsidiary,
        the  Fund  will not act as a  securities  underwriter  of other  issuers
        except to the extent that acting as such may be  necessary to dispose of
        securities  acquired  by the  Fund.  (However,  in  connection  with the
        disposition of "restricted securities" and securities for which there is
        no readily available market  quotation,  the Fund may be deemed to be an
        underwriter under certain federal securities laws.)

    2.  The Fund will not lend its assets to its officers,  directors,  adviser,
        or affiliates of its adviser,  nor shall such persons take long or short
        positions  in shares of the Fund  (which  prohibition  shall not prevent
        them from acquiring  such shares for investment  purposes at the current
        net asset value).

    3.  No Portfolio will concentrate its investments in any particular industry
        or group  of  industries  (i.e.,  no more  than 25% of the  value of any
        Portfolio's  assets,  other than securities  issued by the United States
        government or an agency or instrumentality  thereof, will be invested in
        any one industry).

    4.  No  Portfolio  will  invest in the stock of any  issuer,  other than the
        United States  government or an agency or  instrumentality  thereof,  if
        immediately  thereafter  more than 5% of that  Portfolio's  total assets
        (taken at market  value) would be invested  therein.  For this  purpose,
        options on the stock of any corporation  will be deemed to be securities
        issued by that corporation.

    5.  Subject to the policy regarding a wholly-owned broker-dealer subsidiary,
        neither the Permanent Portfolio nor the Aggressive Growth Portfolio will
        invest  in the  stock  of any  issuer,  other  than  the  United  States
        government  or an  agency or  instrumentality  thereof,  if  immediately
        thereafter more than 10% of the outstanding  voting stock of such issuer
        would be held by the respective Portfolio.

    6.  Neither the Treasury Bill  Portfolio nor the  Versatile  Bond  Portfolio
        will  invest in the stock of any  issuer,  other than the United  States
        government  or an  agency or  instrumentality  thereof,  if  immediately
        thereafter more than 10% of the outstanding  voting stock of such issuer
        would be held by the respective Portfolio.

    7.  The Permanent  Portfolio will not borrow money, issue senior securities,
        purchase  or  sell  real   estate   (including   real   estate   limited
        partnerships)  or  commodities or oil, gas or other mineral  leases,  or
        make loans to other persons,  except as follows: the amount of money the
        Permanent Portfolio may borrow will be limited by the Investment Company
        Act of 1940 so that immediately after such borrowing the amount borrowed
        may not exceed 33 1/3% of the value of the Permanent  Portfolio's assets
        (including the amount  borrowed) less its liabilities (not including any
        borrowings   but  including  the  fair  market  value  at  the  time  of
        computation of any securities with respect to which there are open short
        positions).  In observing  these limits,  the Permanent  Portfolio  will
        count the proceeds of reverse repurchase agreements as borrowed money.

     8. Neither the Treasury Bill  Portfolio,  the Versatile  Bond Portfolio nor
        the  Aggressive  Growth  Portfolio  will  borrow  money,   issue  senior
        securities,  purchase or sell real estate (including limited partnership
        interests)  or  commodities  or oil, gas or other mineral  leases,  make
        loans or lend its assets to other persons,  hold more than 5% of its net
        assets in investments which are not readily marketable,  engage in short
        sales or write put  options or  uncovered  call  options  (other than as
        noted above),  except as follows: the amount of money any such Portfolio
        may borrow will be limited by the Investment Company Act of 1940 so that
        immediately  after such borrowing the amount  borrowed may not exceed 33
        1/3% of the value of the respective  Portfolio's  assets  (including the
        amount  borrowed) less its liabilities (not including any borrowings but
        including  the  fair  market  value at the  time of  computation  of any
        securities with respect to which there are open short positions).

    9.  Notwithstanding  any  other  policy  of  the  Permanent  Portfolio,  the
        Permanent  Portfolio may form a wholly-owned  subsidiary for the purpose
        of  engaging  in  broker-dealer  activities.  The  total  amount  of the
        Permanent  Portfolio's capital contributions to such subsidiary shall be
        limited  to an amount  not to exceed,  in the  aggregate,  1% of the net
        assets  of the  Permanent  Portfolio  as of the time  that  any  capital
        contribution is made. The Permanent Portfolio shall not make any capital
        contribution  to such  subsidiary  that would  increase the then current
        value of the Permanent  Portfolio's  investment in the  subsidiary to an
        amount  in  excess  of 1% of  the  then  net  assets  of  the  Permanent
        Portfolio.

MANAGEMENT
Investment Adviser

    The Fund retains  World Money  Managers  (the  "Investment  Adviser") as its
adviser.  The Investment  Adviser is a limited  partnership  organized in August
1981 under the laws of the State of California. The Investment Adviser's limited
partners are Terry Coxon,  Robert F. Allen,  Jr.,  Robert F. Schaub  Irrevocable
Trusts,  The Schaub  Corporation,  Sergy Living Trust,  and Permanent  Portfolio
Information,  Inc. The Investment Adviser's general partners are Terry Coxon and
Terry Coxon,  Inc., a California  corporation  wholly owned by Terry Coxon.  Mr.
Coxon also  serves as  President  and a  director  of the Fund,  and Mr.  Sergy,
trustee of the Sergy Living  Trust,  serves as  Secretary  and a director of the
Fund. See "Directors and Officers" below.

    The  services  the  Investment   Adviser   provides  to  the  Fund  and  the
compensation  it receives are defined in the Investment  Advisory  Contract (the
"Contract")  between the Fund and the Investment  Adviser,  dated  September 10,
1993.  The  Investment  Adviser  received the following  advisory fees from each
Portfolio for the last three fiscal years:

   
                                    Advisory Fees Paid for
                                 Fiscal Year Ended January 31
                          ------------------------------------------
                              1995           1994           1993
                          -----------     -----------    -----------
Permanent
  Portfolio               $ 843,663       $  634,363     $  567,919
Treasury Bill
   Portfolio (1)            825,228          623,703      1,427,843
Versatile Bond
  Portfolio (1)             213,430          163,638         51,943
Aggressive Growth
  Portfolio                  74,694           38,518         25,467

- ------------------

(1) Net of fee waiver.


    Prior to the current  Contract,  the previous  contract between the Fund and
the  Investment  Adviser  provided that each Portfolio of the Fund could pay for
the expenses of  distribution  of its shares,  in an amount not to exceed in any
year 1/4 of 1% of the first $200 million of the  Portfolio's  average  daily net
assets for that year,  and the Portfolio  could make no such  expenditures  with
respect to its  average  net assets in excess of $200  million.  The  Investment
Adviser also contributed  voluntarily to the Portfolios'  distribution expenses.
Payment of such expenses was effectuated through a plan adopted pursuant to Rule
12b-1  under the  Investment  Company  Act of 1940 and  incorporated  within the
previous  contract.  Pursuant  to such  plan,  which  was  terminated  effective
February 1, 1994,  each  Portfolio of the Fund incurred the following  aggregate
distribution expenses during the fiscal years indicated below:

                                 Distribution Expenses Paid for
                                  Fiscal Year Ended January 31
                          ------------------------------------------
                              1995           1994           1993
                          -----------     -----------    -----------
Permanent
  Portfolio               $    -          $  184,918    $   168,157
Treasury Bill
   Portfolio                   -             415,944        500,000
Versatile Bond
  Portfolio                    -              81,752         25,969
Aggressive Growth
  Portfolio                    -              11,223          7,545
    

    The  Investment  Adviser  is  required  by the  laws of a  certain  state to
reimburse  or  rebate  to  the  Fund,  to  be  reallocated  to  the  appropriate
Portfolios, the amount by which the Fund's aggregate annual expenses (calculated
to include the advisory fee and the portion of distribution  expenses  described
above)  for  any  fiscal  year  exceed  applicable  expense  limitations.   Such
limitation  currently  is 2 1/2% of the first $30 million of average net assets,
2% of the next $70 million of average net  assets,  and 1 1/2% of the  remaining
average net assets of the Fund for any fiscal year, determined monthly.

    The Contract also provides that the  Investment  Adviser shall not be liable
to the Fund or to any shareholder for anything done or omitted by it,  including
losses  sustained  by the  Fund in the  purchase,  holding,  or sale of any Fund
investment,  except acts or omissions involving willful misfeasance,  bad faith,
gross  negligence,  or reckless  disregard of the duties  imposed upon it by the
Contract.

    The  Contract  was most  recently  approved by the Board of Directors of the
Fund, including a majority of the Fund's Independent Directors, on September 10,
1993; the Contract was most recently  approved by a majority of the  outstanding
voting  securities  of  each  of the  Permanent  Portfolio,  the  Treasury  Bill
Portfolio,  the Versatile Bond Portfolio and the Aggressive  Growth Portfolio on
December 16, 1993.

    The  Contract  will  continue in force and may be renewed  from year to year
thereafter with respect to a Portfolio,  provided that any such renewal has been
specifically  approved  annually  by the vote of a majority  of the  outstanding
voting  securities  of the  Portfolio  or by the Fund's Board of  Directors.  In
addition,  to continue in force,  the  Contract  must be approved  annually by a
majority  of the  Fund's  Independent  Directors,  voting in person at a meeting
called for the purpose of considering continuation of the Contract.

    The Contract may be terminated  by either party without  penalty on 60 days'
written notice to the other party. Such termination may be effected on behalf of
the Fund by its Board of Directors or by a vote of a majority of its outstanding
voting  securities,  or on  behalf  of a  Portfolio  of the  Fund by a vote of a
majority of the outstanding  voting securities of that Portfolio.  Assignment of
the Contract to another party automatically terminates it.

    Additional information regarding the Contract is set forth in the Prospectus
under "Organization and Management - Investment Adviser." 

Directors and Officers

   
    The chart on the  following  page is  provided  as of May 5, 1995 as to each
director and officer of the Fund.

    As of May 5, 1995,  all officers and  directors of the Fund as a group owned
less than 1% of the outstanding common stock of the Fund. No officer or director
has any family relationship with another.  See "Investment Adviser" above. As of
May 5, 1995,  the  following  persons are known by the Board of Directors to own
beneficially or to hold of record 5% or more of the outstanding  common stock of
any class of the Fund:

                                   Number of Shares            Percent
Name (1)                            Held  of Record           of Class
- ----------------------------       ----------------           --------
Versatile Bond Portfolio:
  Charles Schwab & Co.               58,150.045                14.952%
Aggressive Growth Portfolio:
  First Trust Company                22,401.942                 9.706%
    

- ----------------  


(1) The address for each holder is c/o 625 Second Street,  Suite 102,  Petaluma,
California  94952.  No  person  is  known  by  the  Board  of  Directors  to own
beneficially  or to hold of  record  5% or more of the  shares  of the Fund as a
whole. 


Compensation

   
    The  Investment  Adviser pays all fees,  salaries and expenses of the Fund's
officers.  The Fund's officers do not receive separate  compensation for serving
as directors of the Fund.  Each  Independent  Director  receives $4,000 per year
plus  $600 and  out-of-pocket  expenses  for each  Board  of  Directors  meeting
attended.  For the fiscal year ended January 31, 1995,  no person  received from
the Fund and its  subsidiary  aggregate  remuneration  in excess of $60,000  for
services in all capacities, although all directors and officers of the Fund as a
group  received  from the  Fund and its  subsidiary  aggregate  remuneration  of
$107,809 for services in all capacities.
    

<PAGE>


                         Position (s)                  Principal Occupation(s) 
Name and Address (1)     Held with Fund                  During Past 5 Years
- -------------------    ------------------------   ------------------------------
*  Terry Coxon            President and Director  Investment  adviser and author
                                                  since 1976; along with Terry 
                                                  Coxon, Inc., a corporation 
                                                  which he wholly owns and for 
                                                  which he serves as President 
                                                  and director,  Mr. Coxon is 
                                                  the general partner of the 
                                                  Investment Adviser. Mr. Coxon 
                                                  also has served as President 
                                                  and a director since 1987 of 
                                                  Bullion  Security  
                                                  Corporation,  the sponsor of 
                                                  United States Gold Trust, an 
                                                  investment trust.

   David Bergland         Director                Attorney    specializing    in
                                                  business  litigation,  
                                                  currently a sole practitioner 
                                                  in Costa Mesa,  California.
                                                  Mr. Bergland is also a writer,
                                                  lecturer,  publisher and 
                                                  Adjunct Professor of Law at 
                                                  Western State University 
                                                  College of Law in Irvine, 
                                                  California.

   
   Michael J. Cuggino     Treasurer               Certified  public  accountant.
                                                  Mr. Cuggino has served as 
                                                  Treasurer since 1993 of World
                                                  Money Securities,  Inc., the 
                                                  Fund's  broker-dealer  
                                                  subsidiary,  and Bullion  
                                                  Security  Corporation,  and
                                                  served as Assistant  Treasurer
                                                  from 1991 through 1992 of the 
                                                  Fund,  World Money Securities,
                                                  Inc. and Bullion Security 
                                                  Corporation.  Mr. Cuggino was
                                                  employed by Ernst & Young,  
                                                  the Fund's  former  
                                                  independent  auditors,  in 
                                                  various audit and accounting  
                                                  capacities,  including audit 
                                                  manager, from 1985 until 1991.

** Robert B. Martin, Jr.  Director                Attorney  specializing  in tax
                                                  matters,  currently a partner 
                                                  in the Pasadena,  California  
                                                  law firm of Martin & Hudson. 
    

*  Alan Sergy             Secretary and Director  Registered  investment adviser
                                                  and a trustee of Sergy Trusts.
                                                  Mr. Sergy has served as 
                                                  Secretary and a director
                                                  since 1987 of Bullion Security
                                                  Corporation and as President 
                                                  and a director since 1989 and
                                                  Secretary since 1990 of World
                                                  Money Securities, Inc. 

   Mark Tier              Director                Marketing   consultant   since
                                                  1992; editor of World Money 
                                                  Analyst, a financial advisory
                                                  newsletter,  for more than the
                                                  preceding five years.


- --------------------
(1) The address for each officer and director is 625 Second  Street,  Suite 102,
    Petaluma, California 94952.

*   Interested  person under the  Investment  Company Act of 1940 because of his
    association with the Investment Adviser.

   
**  Interested  person under the  Investment  Company Act of 1940 because of his
    association with legal counsel to the Fund and the Investment Adviser.
    

<PAGE>

CONSULTANTS

    As discussed under "Consultants" in the Prospectus, Harry Browne and Douglas
R. Casey  serve as  consultants  to the Fund and the  Investment  Adviser.  Each
consulting  agreement  may be  terminated  without  prior  notice by either  the
Investment  Adviser,  the Fund, or the consultant.  Each agreement  requires the
Investment  Adviser,  during the term of the agreement and for 90 days after its
termination,  if any, to transmit to all Fund shareholders any written statement
that the consultant may submit regarding the Fund or the Investment  Adviser. In
payment for their  consulting  services,  the general partners of the Investment
Adviser pay Mr. Browne a minimum monthly fee of $2,000 and have agreed to assign
to Mr. Casey a portion,  not to exceed 10%, of their share of the profits earned
by World Money Managers in advising the Fund. 

DISTRIBUTIONS AND TAXES

    Dividends from net interest and dividend  income and net short-term  capital
gains, if any,  generally will be taxable to shareholders as ordinary income. To
the extent that such  distributions  consist of  qualifying  income from certain
domestic sources,  they may be subject to the 70%  dividends-received  deduction
for  corporations.  The payor of a dividend on stock (as the Fund may be) may be
required  to  withhold  20%  of  any  reportable  payments  (which  may  include
dividends, capital gains distributions,  and redemptions) paid to a noncorporate
shareholder if that shareholder  fails to provide the Fund with a valid taxpayer
identification  number.  Other  withholding  requirements  may apply to  certain
foreign shareholders.

    Any dividend paid by a Portfolio has the effect of reducing the  Portfolio's
net asset  value.  Therefore,  a dividend  paid  shortly  after a  shareholder's
investment in the Portfolio would represent,  in substance,  a return of capital
to the  shareholder.  Nevertheless,  the  distribution  would be  subject to the
income taxes discussed here and in the Prospectus.

    Redemption  of  Fund  shares  (including   redemptions  under  a  Systematic
Withdrawal plan) is a taxable event for redeeming shareholders. Any gain or loss
realized on a sale or redemption  of Fund shares by a  shareholder  who is not a
dealer in securities  will  generally be treated as a long-term  capital gain or
loss if the  shares  have  been  held  more  than one year  and  otherwise  as a
short-term  capital gain or loss. Any such loss,  however,  will be treated as a
long-term capital loss to the extent of any capital gain  distribution  received
by the  shareholder  in the year in which  the loss is  recognized,  unless  the
shares  have  been held less than 31 days,  in which  case the  capital  loss is
disallowed to the extent of the capital gain distribution. Also, see "Redemption
of Shares by the Fund - Tax Consequences of In-Kind Redemptions."

    The Fund is required by federal  law to ask each  shareholder  to certify on
his  Shareholder  Account  Application  that the  social  security  or  taxpayer
identification  number  provided  is correct  and that he is not  subject to 20%
backup withholding for previous underreporting to the IRS. If the application is
not so certified,  the Fund must withhold 20% of reportable  payments (which may
include dividends,  capital gains distributions,  and redemptions) made to those
shareholders' accounts. 

Foreign Taxes

    The Permanent  Portfolio  expects to earn interest income in Switzerland and
possibly to earn interest and dividends in other foreign countries,  principally
those  listed  below,  which levy  withholding  taxes on  payments  made to U.S.
corporations.  In many  cases  there are tax  treaties  between  the U.S.  and a
foreign country which may qualify the Permanent  Portfolio for a reduced rate of
tax, usually provided that more than 75% of the Permanent Portfolio's shares are
owned by individuals who are residents or citizens of the United States.

    Assuming that the  Permanent  Portfolio  does qualify,  it may be subject to
taxes on gross interest and dividend  income,  withheld by sources in Australia,
Canada, South Africa, Switzerland, and the United Kingdom.

   
    The  Permanent  Portfolio  may be  subject  to  withholding  taxes on income
derived from sources in other countries,  but the Fund's management  anticipates
that the amount of such taxes will not be significant.  The Permanent  Portfolio
does not expect to be able to pass  through  any foreign tax credits to its U.S.
shareholders.  The Permanent  Portfolio incurred $17,941 of foreign income taxes
deducted at the source,  net of refundable  taxes,  during its last fiscal year.
    

COMPUTATION OF NET ASSET VALUES

    The net asset values of Fund shares are computed at the close of business of
the New York Stock Exchange  (usually 1:00 p.m. Pacific Time) every day that the
Exchange is open for trading  ("business  day").  The Exchange is generally open
for trading every Monday  through  Friday,  but is closed for trading on certain
customary national business holidays consisting of New Year's Day,  Washington's
Birthday,  Good Friday,  Memorial Day, Independence Day, Labor Day, Thanksgiving
Day and  Christmas  Day.  Since  the  Fund  has  significant  holdings  that are
principally  traded on foreign  exchanges  which may be open for trading on days
other than the Fund's  business  days, the net asset values of the Fund's shares
may be significantly affected on days when investors have no access to the Fund.
All awaiting and accepted  requests for purchases and redemptions of Fund shares
are  executed,  at a price  equal to net  asset  value  per  share,  immediately
following  the  computation.   See  "Purchase  of  Shares  from  the  Fund"  and
"Redemption of Shares by the Fund."

    Net asset value per share of a  Portfolio  is computed by adding the current
value of all the Portfolio's  assets,  subtracting the amount of its liabilities
(including  proper accruals of expense items),  dividing the result by the total
number of outstanding  shares of the  Portfolio,  and rounding up or down to the
nearest  cent per share.  The  current  value of Fund  assets is  determined  as
follows: assets that are traded on one or more public exchanges (including stock
options) will be valued at their most recent price of the day on the exchange on
which they are principally  traded. If there is no trading in such an asset on a
business  day,  the asset  will be valued  at the mean  between  its bid and ask
prices.  Assets  that are  traded  over-the-counter  will be  valued at the mean
between  their bid and ask  prices.  The Fund will value  gold and  silver  each
business day at the closing  spot price on the New York  Commodity  Exchange,  a
regulated  U.S.  commodity  futures  exchange.  Deposits of Swiss francs will be
valued each business day at the 4 p.m. (Eastern Time) price (converted into U.S.
dollars) quoted by Reuters.  Swiss government bonds will be valued each business
day at the closing price in Zurich, Switzerland,  converted into U.S. dollars at
the 4 p.m.  (Eastern  Time)  Swiss  franc  rate  quoted by  Reuters.  Short-term
securities  will be marked to market daily.  Assets for which there is no public
market will be valued at the current price of  substantially  similar  assets on
the basis of comparable  marketability,  maturity,  quality, and type. All other
assets  (including  restricted  securities  and forward  contracts with banks or
brokers)  will be valued at fair value as  determined in good faith by the Board
of Directors.  Also, the Fund may rely upon bona fide  quotations  obtained from
sources other than those  referred to above when doing so would,  in the opinion
of the Board of Directors,  better serve the fair and accurate  valuation of the
Fund's assets.  In the event of an  extraordinary  occurrence or emergency which
would affect the value of Fund assets  traded on a foreign  exchange,  and which
the Board of Directors  learns of prior to 4:00 p.m.  Eastern Time, those assets
will be  valued  at fair  value as  determined  in good  faith  by the  Board of
Directors.

   
    As of January 31, 1995 the net asset value  (offering  price and  redemption
price) per share of Common Shares in the Permanent  Portfolio was $16.51,  which
was computed by dividing the Portfolio's net assets,  valued as described above,
on that date  ($71,609,645) by the number of its shares outstanding on that date
(4,337,667).  As of that date, the net asset value per share of Common Shares in
the Treasury Bill  Portfolio,  the Versatile  Bond  Portfolio and the Aggressive
Growth  Portfolio  were $66.40,  $54.90 and $31.61,  respectively,  as similarly
computed. 
    

PURCHASE OF SHARES FROM THE FUND

    Shares in each  Portfolio  are  offered for sale  continuously  by the Fund.
Investors who purchase such shares  directly from the Fund pay no commissions or
sales  charges.  The minimum  initial  investment  in any  Portfolio  is $1,000.
Shareholders  may make additional  investments at any time in minimum amounts of
$100 per Portfolio.  All requests for purchases of shares accompanied by payment
therefor  are  effected at a price  equal to the net asset  value per share,  as
described  under  "Computation of Net Asset Values," next computed after receipt
of the  properly  completed  request by the Fund's  Transfer  Agent.  Please see
"Purchase of Shares from the Fund" in the Prospectus for further information.

    If a shareholder  sends money to the Fund without clearly  indicating how it
is to be invested,  the Fund's  policy is to treat the money as an investment in
the Treasury Bill Portfolio.

    The Fund reserves the right to reject investments in part or in whole.

    Complete and detailed records for each shareholder account are maintained by
the Transfer  Agent. A confirmation is sent to a shareholder at the time of each
purchase,  redemption, or other transaction.  Certificates for shares are issued
without charge, but only when specifically requested in writing by the investor.
Certificates are not issued for fractional interests.

    Investors who purchase or redeem shares in the Fund through a  broker-dealer
may be charged a transaction fee by the broker-dealer, who may place such orders
by telephone in accordance with the Fund's procedures.

REDEMPTION OF SHARES BY THE FUND

    Shareholders may redeem all or some of their shares in any Portfolio.

    Subject to the  limitations  noted below,  requests for  redemption  will be
accepted for a Portfolio on any  business  day. The price paid to the  redeeming
shareholder  is the  Portfolio's  net asset value per share next computed  after
receipt by the Transfer Agent of the properly completed redemption request.

     Redemption  requests must be accompanied by  certificates,  if issued,  and
must  be sent to the  Transfer  Agent.  Shareholders  may be  required  to use a
redemption  form provided by the Fund. The Fund may refuse  redemption  requests
not made in the proper manner.  Please see "Redemption of Shares by the Fund" in
the Prospectus for further information.

    Requests  for  redemption  (whether  in  writing  or by  telephone)  will be
processed by the  Transfer  Agent at the net asset value next  determined  after
receipt  of the  request.  Because  the net asset  values  per share of the Fund
fluctuate  (reflecting the market value of assets owned by the Portfolios),  the
amount a  shareholder  receives  for a  redemption  may be more or less than the
amount of his  purchase  and may be more or less than the net asset value on the
date that a written  redemption  request is  mailed.  Any such  redemptions  are
purely voluntary on the part of the shareholder. 

Redemption Limitations

    The right to redeem may be limited or suspended by the Fund,  or the payment
date postponed, as follows:

    o   for any period  during  which the New York Stock  Exchange  is closed or
        trading  thereon is  restricted,  as  determined by the  Securities  and
        Exchange Commission;

    o   for any period  during  which the  Securities  and  Exchange  Commission
        determines  that  an  emergency  makes  it  impractical  to  dispose  of
        portfolio securities or to calculate net asset values; or

    o   during any period for which the Securities  and Exchange  Commission has
        by order permitted a suspension for the protection of shareholders.

In-Kind Redemptions

    Subject to the  restrictions set forth below, the Fund reserves the right to
require redeeming  shareholders in the Permanent Portfolio (but not shareholders
in any other  Portfolio) to accept readily  tradeable  assets from the Permanent
Portfolio in complete or partial  payment of redemptions  in instances  where so
doing would  present an advantage to the  Permanent  Portfolio in pursuit of its
tax planning objectives over a sale or other disposition of the asset.  Although
the Fund's  management  believes it is unlikely  that the Fund would ever use an
asset other than gold or silver  bullion or bullion  coins for any such  in-kind
redemption,  the  assets  would  be  selected  by the Fund  from  the  Permanent
Portfolio and generally would not reflect Target Percentages. The Fund would not
require  redeeming  shareholders  to accept any  investment  that is not readily
saleable.

    Investors  should  note  that  an  in-kind   distribution  might  result  in
inconvenience or in financial loss or gain due to price  fluctuations.  The risk
of financial loss would be especially great in the case of an investment subject
to high price volatility. Also, shareholders might incur high brokerage costs in
liquidating small lots of distributed investments.

    In order to reduce the  possibility of  inconvenience  or loss, the Fund has
agreed that it will not exercise its right to make an in-kind  redemption unless
it has  arranged,  on behalf of the  shareholder,  a convenient  opportunity  to
accomplish the prompt sale of the assets  through a qualified  broker or dealer.
Further,  the Fund  will not  require  a  shareholder  to  accept an asset in an
in-kind  redemption if the necessary costs of selling the asset (in the form and
quantity  distributed to the shareholder)  exceed 2% of the asset's value at the
time of the redemption.  In the event that a shareholder  elected not to use the
broker or dealer  provided by the Fund to sell assets  distributed  to him,  the
Fund would  deliver the assets to the  shareholder  or, at his  request,  to his
bank.

    The Permanent  Portfolio makes portfolio  changes on the basis of investment
factors at the time and in pursuit of its investment objectives, and in order to
adhere  to  the  Target  Percentages.  See  "Objectives  and  Policies"  in  the
Prospectus.  In accordance  with these  objectives,  at the time the decision is
made to dispose of assets  from the  Permanent  Portfolio,  the Fund will decide
whether to sell the assets or to distribute  them in  satisfaction of redemption
requests.

    If the Fund ever elects to dispose of assets through in-kind redemptions, it
will inform the Transfer  Agent of the specific  assets to be used and the order
in which to use them. The Transfer Agent  thereafter  would honor all redemption
requests,  in  the  order  received,  by  distributing  the  designated  assets.
Generally,  the Transfer Agent would continue to effect all redemption  requests
with in-kind  distributions  until the designated assets were exhausted or until
the Fund  instructed the Transfer Agent  otherwise.  The Fund might instruct the
Transfer Agent otherwise, for example, if the Fund no longer intended to dispose
of a designated  asset or if a particular  redemption  request would result in a
distribution of assets that, in the estimation of the Fund's  management,  could
not  then  be sold at a cost of 2% or  less  of the  value  of the  assets.  

Tax Consequences of In-Kind Redemptions

    Under present federal income tax laws, the tax consequences to an individual
(noncorporate)   shareholder  of  an  in-kind  redemption  are  similar  to  the
consequences  of a  redemption  for cash.  See  "Distribution  and Taxes" in the
Prospectus.  The  shareholder  recognizes  a capital gain (or loss) equal to the
market value of the assets he receives  minus the cost basis of the shares being
redeemed.  (The Fund would inform a shareholder as to its  determination  of the
market value of any assets  distributed to him.) The gain would be recognized by
the  shareholder  in the period when the redeemed  assets became  constructively
available to the shareholder (or the loss would be recognized immediately on the
day  the  redemption  is  consummated),  even  though  the  shareholder  did not
subsequently  sell the  assets.  The  shareholder's  cost  basis  in the  assets
distributed  in  kind  would  equal  their  market  value  at  the  time  of the
redemption.  The federal income tax  consequences of an in-kind  redemption to a
corporate shareholder are complex, and corporations considering investing in the
Fund should  consult  their tax advisers in this regard.  Generally,  no capital
gain or loss would be recognized by a Portfolio  upon a  distribution  of assets
through an in-kind redemption.

PORTFOLIO TRANSACTIONS AND BROKERAGE

    The Fund's portfolio  transactions are recommended by the Investment Adviser
and  placed by the  Fund's  officers.  The  objective  of the Fund in  effecting
portfolio  transactions  is to obtain the best  available  prices,  taking  into
account services and the costs and promptness of executions.  Some of the Fund's
purchases  and sales of  investments  will be made  directly  with  dealers  and
market-makers,  usually without brokerage  commissions.  In other cases the Fund
will use a broker-dealer  and will pay commissions.  In many foreign  countries,
commission rates are fixed by governmental or exchange regulation or by industry
agreement,  and  may be  higher  or  lower  than  those  charged  on  comparable
transactions  in the United  States.  While there  currently  is no agreement or
commitment to place orders with any dealer, market-maker or broker-dealer, World
Money Securities,  Inc. ("WMSI"),  a subsidiary of the Fund, is a broker-dealer.
Nevertheless,  the Fund's Board of Directors  continues to observe the objective
referred  to  above  in  deciding   whether  to  direct   particular   portfolio
transactions  to  WMSI  or  to  an  unaffiliated  broker-dealer.  Any  portfolio
transactions  directed  to  World  Money  Securities,  Inc.  must  be  fair  and
reasonable and in accordance with SEC Rule 17e-1. Please see the chart above for
information on commissions paid by the Portfolios.

    Neither the Fund's  Board of  Directors,  its  officers  nor the  Investment
Adviser intends to request research,  statistical,  securities pricing, or other
related services from any broker-dealer  beyond what the broker-dealer  provides
to its customers generally, nor will the Fund's Board of Directors, its officers
or the  Investment  Adviser pay any broker  additional  commissions on portfolio
transactions  as an  inducement  to sell Fund shares.  Nevertheless,  the Fund's
officers  may, in  circumstances  in which two or more  broker-dealers  are in a
position to offer  comparable  prices and  execution,  give  preference to those
which have provided research,  statistical,  and related services to the Fund or
the  Investment  Adviser for the  benefit of the Fund.  The  Investment  Adviser
believes  that while  research  and  related  services  may be useful in varying
degrees, they are of indeterminable value and may or may not reduce the expenses
of the Investment Adviser.

    The Fund's Board of Directors does not consider that it has an obligation to
obtain  the  lowest   available   commission  rate  with  respect  to  portfolio
transactions to the exclusion of price, service, and qualitative considerations.
Nevertheless,  the  officers  of  the  Fund  and  the  general  partners  of the
Investment  Adviser are  authorized  to  negotiate  payment  only for  brokerage
services  rendered and not for research,  statistical,  or other  services.  The
Fund's Board of  Directors  does not  authorize  the payment of  commissions  to
brokers in  recognition  of their having  provided such  services,  in excess of
commissions other qualified  brokers would have charged for handling  comparable
transactions.

<PAGE>


   
    Each Portfolio paid the following commissions, including commissions paid to
WMSI,  and had the  following  portfolio  turnover  rates  during the last three
fiscal years:
                                                Fiscal Year Ended January 31
                                             ----------------------------------
                                                1995        1994         1993
                                             --------     --------     --------
Total commissions paid
  Permanent Portfolio                        $ 19,238     $ 34,159     $ 41,602
  Treasury Bill Portfolio                           0            0            0
  Versatile Bond Portfolio                          0            0            0
  Aggressive Growth Portfolio                   8,329        9,298        7,072


Commissions paid to WMSI
  Permanent Portfolio                           6,158        6,027        3,356
  Treasury Bill Portfolio                           0            0            0
  Versatile Bond Portfolio                          0            0            0
  Aggressive Growth Portfolio                       0            0            0


Percentage of commissions paid to WMSI
 to total commissions paid
  Permanent Portfolio                          32.01%        17.64%       8.07%
  Treasury Bill Portfolio                          0%            0%          0%
  Versatile Bond Portfolio                         0%            0%          0%
  Aggressive Growth Portfolio                      0%            0%          0%

Percentage of aggregate dollar amount of
 transactions involving the payment of
 commissions effected through WMSI
  Permanent Portfolio                            .31%          .14%        .08%
  Treasury Bill Portfolio                          0%            0%          0%
  Versatile Bond Portfolio                         0%            0%          0%
  Aggressive Growth Portfolio                      0%            0%          0%

Portfolio turnover rate
  Permanent Portfolio (1)                      31.24%        49.51%      70.77%
  Treasury Bill Portfolio                        None          None        None
  Versatile Bond Portfolio (2)                  74.62        75.05%     224.95%
  Aggressive Growth Portfolio                  26.29%        29.83%      25.62%
- -------------------------------


(1)  The  Permanent  Portfolio's  turnover rate for 1993 was higher than average
     because of increased  transactions  necessary  to maintain the  Portfolio's
     Target Percentages.

(2)  The  Versatile  Bond  Portfolio's  turnover  rate for 1993 was higher  than
     average  because  1993  was  the  Portfolio's  first  full  fiscal  year of
     investment operations.
    


<PAGE>

TRANSFER AND DIVIDEND-DISBURSING AGENT

    The Fund's  transfer and dividend  disbursing  agent is Mutual Funds Service
Company,  P.O. Box 2798,  Boston,  Massachusetts  02208 (the "Transfer  Agent"),
telephone number 1-800-341-8900 (from outside Massachusetts) or 1-617-557-8000.

    The  Transfer  Agent  maintains  the  records of each  shareholder  account,
answers shareholders'  inquiries concerning their accounts,  processes purchases
and redemptions of the Fund's shares, acts as dividend and disbursing agent, and
performs other related shareholder service functions.  See "Redemption of Shares
from the Fund - In-Kind Redemptions."

    The  Investment  Adviser pays all customary fees and charges of the Transfer
Agent  incurred  by the Fund  (subject  to  reimbursement  by the Fund under its
distribution plan. See "Management - Investment Adviser.").

CUSTODIAN

     The Fund's custodian is State Street Bank and Trust Company, P.O. Box 1713,
Boston,  Massachusetts  02105 (the  "Custodian").  The  Custodian  receives  and
deposits cash,  holds all  securities and other  evidences of investments of the
Fund,  receives and delivers  securities and other investments bought or sold by
the Fund,  and receives and collects  income from the Fund's  investments.  From
time to time,  but only upon  direction  of the Fund's  management,  some of the
Fund's assets may be held in the London, Zurich, or other foreign offices of the
Custodian's  sub-custodians or foreign  custodians which are qualified to act as
such under the  Investment  Company Act of 1940, in  accordance  with Rule 17f-5
thereunder.

    The  custodian  agreement  between the Fund and the  Custodian  requires the
Custodian  to hold the  Fund's  assets  in  strict  segregation;  the  custodial
agreement  prohibits  commingling  of the Fund's assets with assets owned by the
Custodian,  and it requires  the  Custodian  to receive and  maintain the Fund's
assets in a form and  condition  that would make them  readily  identifiable  as
customer property in an audit or in the event that the Fund appoints a successor
custodian.

    In executing portfolio transactions,  the Custodian acts as an agent for the
Fund but has no part in the management or investment decisions of the Fund or in
the Fund's general  administration.  The Custodian does not provide  trusteeship
protection or protection for investors against possible depreciation of assets.

    The Investment  Adviser pays all customary fees and charges of the Custodian
incurred  by  the  Fund  (subject  to   reimbursement  by  the  Fund  under  its
distribution plan. See "Management - Investment Adviser.").

GENERAL INFORMATION
Organization and Capitalization

    The Fund was  incorporated  under the laws of Maryland on December  14, 1981
under  the  name  "Permanent  Portfolio  Fund,  Inc."  and  changed  its name to
"Permanent  Portfolio  Family of Funds,  Inc." on August  10,  1988.  The Fund's
offices are located at 625 Second Street, Suite 102, Petaluma, California 94952.

   
    World Money Securities,  Inc.  ("WMSI") is a wholly-owned  subsidiary of the
Fund's Permanent Portfolio and is a registered  broker-dealer.  WMSI has entered
into an agreement with the Investment  Adviser  whereby WMSI acts as distributor
for the continuous  offerings of the shares of the Treasury Bill  Portfolio,  of
the Versatile Bond Portfolio and of the Aggressive  Growth  Portfolio on a "best
efforts"  basis for the current  fiscal year through  1997.  WMSI is to incur an
aggregate  of up to  $400,000  of expense  for  promotional  activities  for the
Treasury Bill Portfolio and the Aggressive Growth Portfolio, and to receive from
the  Investment  Adviser  commissions at the annual rate of 1/4 of 1% and 1/2 of
1%,  subject  to  certain  limitations,  of the  additional  assets of those two
Portfolios,   respectively,   through  1997  resulting  from  such   promotional
activities,  and  3/10 of 1% of the  additional  assets  of the  Versatile  Bond
Portfolio. WMSI received brokerage commissions of $6,158, $6,027 and $3,356 from
the Fund during its last three fiscal years, respectively.
    

    The Fund's present authorized  capitalization is 500,000,000  shares,  $.001
par value per share,  divided into two classes  consisting of 150,000,000 shares
of preferred stock and 350,000,000 shares of common stock. The Fund is currently
authorized  and has  registered to issue an  indefinite  number of shares of its
common stock, in series, each corresponding to one Portfolio.  Upon issuance and
sale,  shares of the Fund are fully paid and  nonassessable,  have no preemptive
rights and are freely transferable. Shareholders may require redemption of their
shares. See "Redemption of Shares from the Fund."

    Holders of shares in each  Portfolio are entitled to vote  separately on any
change in the Fund's  investment  policy,  as provided  in Section  13(a) of the
Investment  Company Act and on all matters on which the Investment  Company Act,
other applicable law or the Articles of Incorporation of the Fund require a vote
by Portfolios.  Otherwise,  all Fund shareholders have equal voting rights, vote
as a single class and are entitled to one vote per share.

     The Fund will hold an annual  meeting  of its  shareholders  in any year in
which an annual  meeting is  required  under  Maryland  law and the  charter and
bylaws of the Fund.  Maryland law and the Fund's bylaws provide that the Fund is
not  required  to hold an annual  meeting in any year in which the  election  of
directors is not required to be acted upon under the  Investment  Company Act of
1940.  In any year in which the election of  directors  is not  presented to its
shareholders,  the Fund will call a meeting of  shareholders  for the purpose of
voting upon the  question of removal of any  director if requested in writing so
to do by the record holders of not less than 10% of its  outstanding  shares and
assist with  shareholder  communications  as required under Section 16(c) of the
Investment Company Act of 1940.

    The Fund has no other securities outstanding. However, from time to time the
Board of Directors may authorize the Fund to issue  additional  shares of common
or  preferred  stock,  in series,  with such rights and  preferences  as will be
determined  by the  Board of  Directors  in  authorizing  any such  shares.  Any
offering  or sale by the Fund of shares of  additional  series or classes to the
public  would be subject to  effective  registration  of the shares as necessary
under federal and state securities laws.

 Income Equalization Accounting

   
    The Fund follows an accounting practice known variously as "equalization" or
"income  equalization." When a share in a Portfolio is purchased by an investor,
the Portfolio's  undistributed income account is increased by an amount equal to
the Portfolio's  undistributed income per share immediately before the purchase.
When a share is  redeemed,  the  Portfolio's  undistributed  income  account  is
decreased by an amount equal to the Portfolio's  undistributed  income per share
immediately before the redemption. The effect of income equalization accounting,
and the Fund's  purpose for using it, is to prevent  purchases  and  redemptions
from influencing a Portfolio's  undistributed net income per share. 
    

Calculations of Performance Data

    From time to time the Fund in accordance  with  applicable  regulations  may
advertise  performance data or reprint  material from the Fund's  consultants or
other  investment  authors  which  contain  performance  data or represent  that
consultant's  or author's  views on such  matters as portfolio  strategy,  basic
trends in domestic and international  finance and on the criteria for evaluating
and  holding  investments.  In  addition,  fund  performance  may be compared to
statistical  information and well-known indices of market  performance,  such as
those  included in Appendices A and B hereto.  Please see  "Consultants"  in the
Prospectus  for  additional  information  regarding the Fund's  consultants  and
material authored by them.

    The results shown below do not represent or guarantee the gain or loss to be
realized  from an investment in the Fund.  The  investment  return and principal
value of an investment in the Fund will fluctuate so that an investor's  shares,
when redeemed, may be worth more or less than their original cost.

    The following  table shows the average annual total return for the Permanent
Portfolio,  the Versatile Bond Portfolio and the  Aggressive  Growth  Portfolio,
assuming  hypothetical  initial investment in shares of $1,000,  reinvestment of
all dividends and  distributions,  deduction of all fees and expenses except the
$35 one-time account start-up fee, and complete  redemption of the investment at
the end of the respective periods.  Such calculations were made according to the
following formula: P(1+T)n = ERV, where P = a hypothetical initial investment in
shares of $1,000, T = average annual total return, n = number of years and ERV =
ending  redeemable  value at the end of the respective  period of a hypothetical
$1,000  investment  in shares made at the  beginning of the  respective  period.

Permanent Portfolio:

   
   One-year period ended January 31, 1995:  ( 4.71)%
   Five-year period ended January 31, 1995:   3.95 %
   Ten-year period ended January 31, 1995:    5.74 %

Versatile Bond Portfolio:

   One-year period ended January 31, 1995:    2.67 %
   Three-year, 127-day period since inception of the Portfolio 
   (September 27, 1991) to January 31, 1995:  3.92 % 

Aggressive Growth Portfolio:

   One-year period ended January 31, 1995:  ( 2.82)%
   Five-year period ended January 31, 1995:  10.43 %
   Five-year,  29-day period since inception of the Portfolio  
   (January 2, 1990) to January 31, 1995:    10.26 % 

     The yield and  effective  yield for the  Treasury  Bill  Portfolio  for the
seven-day  period ended  January 31, 1995,  were 3.93% and 4.01%,  respectively,
assuming a  hypothetical  pre-existing  account having a balance of one share at
the beginning of the period,  reinvestment  of all  dividends and  distributions
during the period,  deduction of the $1.50 monthly account  maintenance  fees in
proportion  to the  length of the base  period and  relative  to the size of the
account but not deduction of the $35 one-time account start-up fee, and dividing
the  difference  by the value of the account at the beginning of the base period
to obtain the base period  return.  For yield,  that return is  annualized;  for
effective  yield,  that return is annualized  and  compounded.  

     The yield on the Versatile Bond Portfolio will be based on a 30-day (or one
month) period and will be computed by dividing the net investment  income (i.e.,
dividends and interest  earned  during the period less expenses  accrued for the
period,  net of  reimbursements)  per share earned  during the period by the net
asset value per share on the last day of the period, using the average number of
shares  outstanding  during the  period,  deducting  the $1.50  monthly  account
maintenance  fees in proportion to the length of the base period and relative to
the size of the account but not deducting the $35 one-time account start-up fee,
and then annualizing the result. The yield on the Versatile Bond Portfolio as so
computed for the 30 days ended January 31, 1995 was 6.04%.
    

     The following examples show how the Fund's tax-planning  policies described
in the  Prospectus  under  "Distributions  and Taxes" can increase an investor's
after-tax return. The illustrations assume, hypothetically,  that a Portfolio of
the Fund  earns a net  annual  return  of 8% and adds all of it to share  value,
without paying any per-share dividends.

     A  $100,000  investment  yielding  8% in the form of  taxable  interest  or
dividends,  such as CDs or a money  market  fund  that paid out all of its daily
investment income in the form of taxable dividends, would give the investor only
$5,760  after paying 28% in tax.  Suppose,  instead,  that the investor  invests
$100,000 to purchase  2,000 shares in the  Portfolio at $50 per share,  with the
intention of  withdrawing  an amount equal to all the earnings on his investment
each year for the indefinite future. One year later the redemption value of each
share would have risen to $54, and the investment  would be worth  $108,000.  To
collect  the  $8,000  gain,  the  investor  would  request a  redemption  on his
shareholder account in that amount, and the Portfolio would redeem 148.15 shares
from the investor's  account,  at $54 per share,  to pay the $8,000  redemption.
Taxes payable on that redemption would be calculated as follows:

   
Shares redeemed                    148.15
Redemption price per share            $54
Gain per share                         $4
Gain  (taxable)                      $593
Tax @ 28%                            $166
After-tax,  spendable cash         $7,834
    

     Thus the  Portfolio's  first-year  cash  advantage  would be $2,074 ($7,834
versus $5,760),  or 36% more spendable cash than from any investment  paying the
same  annual  return  in the form of  taxable  interest  or  dividends.  And the
investor would begin the second year with his $100,000  intact.  First-year cash
advantages of a Portfolio over another  investment paying the same annual return
in the form of taxable  interest or dividends would not be materially  different
over a wide range of other  assumed  annual  returns.  For  example,  at assumed
annual  returns  of 12%,  10%,  6%,  4% and 2%, a  Portfolio's  first-year  cash
advantage would be 35%, 35%, 37%, 37%, and 38%, respectively.

    Similar benefits would be achieved year after year, although not as great as
the first year. For example,  continuing the same  assumptions for 10 years, the
investor's total in-pocket cash advantage would exceed $15,000, or 26% more cash
over the 10-year period.  And even if the Portfolio adds only half of its income
to share value (paying the other half out as a taxable dividend), the first-year
cash advantage would be $1,077,  or 19% more than any investment paying the same
annual return in the form of taxable dividends.  Investors should note, however,
that these benefits are achieved by deferring,  not by eliminating,  the payment
of taxes.  Thus the overall  benefit may be small if the investor  holds all his
Portfolio  shares for only a few years.  When he redeems  shares,  the  deferral
comes to an end and the deferred gains on those shares become taxable.

    The advantage increases if the investor lets his gains accumulate. The share
value can grow year by year,  compounding  free of current tax, until the day he
chooses to redeem. Continuing the hypothetical  illustrations and the assumed 8%
rate of return, $20,000 invested in CDs or a money market fund that paid out all
of its daily  investment  income in the form of taxable  dividends  would  grow,
after 20 years of after-tax  compounding,  to only $61,300. But an investment in
the Portfolio (under the same assumptions as above) would grow to $93,219 in the
same period.  Even if the entire Portfolio  investment were liquidated after the
20th year and taxed at 28%, its after-tax value would be $72,718.

    Letting gains accumulate also gives the investor greater  flexibility in his
personal tax  planning.  If the investor is in a low tax bracket in a later year
he can redeem his appreciated  Portfolio shares to take advantage of the low tax
bracket.

    If  the  investor  uses  the  Portfolio  as an  estate  planning  tool,  the
accumulated  gains  may  never be  subject  to income  tax.  Generally,  when an
investment passes to the investor's heirs on his death, all potential  liability
for capital  gain tax is left behind.  His heirs get a stepped-up  basis and can
sell  the  investment  without  paying  capital  gains  tax on the  appreciation
accumulated during the investor's lifetime.

    Of course,  while the  tax-planning  advantages of an investment in the Fund
may be substantial,  these simplified  illustrations are only  hypothetical.  In
practice,  investment yields  fluctuate,  and it cannot be known in advance what
portion  of its  income a  Portfolio  will add to share  value  each year (it is
unlikely  to add all of it) and  what  portion  the  Portfolio  will  pay out in
ordinary  dividends.  Also, other investments may earn higher before-tax returns
by accepting risks that the Fund avoids.

FINANCIAL STATEMENTS

   
    The financial  statements of the Fund at January 31, 1995 and for the period
then ended are set forth below.  Such financial  statements have been audited by
KPMG Peat  Marwick  LLP,  independent  auditors,  as set  forth in their  report
thereon included  therein,  and are included herein in reliance upon such report
given upon the authority of such firm as experts in accounting and auditing. The
report  of KPMG Peat  Marwick  LLP  covering  the  January  31,  1995  financial
statements  contains  an  explanatory  paragraph  that  states that the Fund and
certain of its officers and affiliates received a letter from the Securities and
Exchange  Commission  alleging  violations of certain  provisions of the federal
securities laws. The ultimate outcome of any legal or administrative proceedings
resulting from these allegations cannot presently be determined. For all periods
ending  prior to  February  1, 1994,  the  statements  of changes in net assets,
financial  highlights and capital stock  transactions  included in Note 6 of the
financial statements were audited by Ernst & Young LLP, independent auditors, as
set forth in their report thereon included therein,  and are indicated herein in
reliance  upon such report  given upon the  authority of such firm as experts in
accounting and auditing.  The Fund will furnish,  without charge,  a copy of the
Fund's  Annual  Report to  Shareholders  for the year ended January 31, 1995, on
request to the Investor's Information Office listed on the front cover.
    

     No  person  is  authorized  to  give  any   information   or  to  make  any
representation  not contained in this Statement of Additional  Information or in
the Prospectus in connection with the matters  described herein and therein.  If
given or made,  such  information or  representation  must not be relied upon as
having been authorized.


<PAGE>
   
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                                 ANNUAL REPORT






                          INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Permanent Portfolio Family of Funds, Inc.

We have audited the accompanying statements of assets and liabilities, including
the  schedules of  investments,  of Permanent  Portfolio  Family of Funds,  Inc.
(comprising, respectively, the Permanent Portfolio, the Treasury Bill Portfolio,
the Versatile Bond Portfolio and the Aggressive Growth Portfolio), as of January
31, 1995, and the related statements of operations and changes in net assets and
financial  highlights for the year then ended.  These  financial  statements and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial  highlights  based  on our  audit.  For all  periods  ending  prior to
February 1, 1994, the statements of changes in net assets,  financial highlights
and capital stock transactions included in Note 6 were audited by other auditors
whose  report dated March 18, 1994,  expressed  an  unqualified  opinion on this
information.

We conducted our audit 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. Our
procedures included confirmation of investments owned as of January 31, 1995, 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 audit provides 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 each
of the respective portfolios  constituting  Permanent Portfolio Family of Funds,
Inc. as of January 31,  1995,  the results of their  operations,  the changes in
their net assets and their  financial  highlights  for the year then  ended,  in
conformity with generally accepted accounting principles.

As discussed in Note 8 to the  financial  statements,  on February 9, 1994,  the
Fund and  certain of its  officers  and  affiliates  received a letter  from the
Securities and Exchange  Commission alleging violations of certain provisions of
the federal securities laws. The ultimate outcome of any legal or administrative
proceedings resulting from these allegations cannot presently be determined.

                                                          KPMG PEAT MARWICK LLP

San Francisco, California
March 17, 1995
<PAGE>


                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                      STATEMENTS OF ASSETS AND LIABILITIES
                                January 31, 1995





                             ASSETS AND LIABILITIES

ASSETS
Investments  at  market  value  (Notes  1,  2, 4 & 5):  
Investments  other  than  securities:
     Gold assets  ..............................................................
     Silver assets  ............................................................



  Swiss franc assets  ..........................................................
  Stocks of United States and foreign real estate and natural resource companies
  Aggressive growth stock investments  .........................................
  Investment in an affiliate  ..................................................
  Corporate bonds  .............................................................
  United States Treasury securities  ...........................................

     Total investments (identified cost $70,815,788; $119,796,446;  $23,115,611;
     and $5,900,643, respectively)


Cash  ..........................................................................
Accounts receivable for shares of the portfolio sold  ..........................
Accounts receivable for investments sold  ......................................
Accrued interest, dividends and foreign taxes receivable  ......................


    Total assets


LIABILITIES
Bank overdraft  ................................................................
Accounts payable for shares of the portfolio redeemed  .........................
Accounts payable for investments purchased  ....................................
Accrued investment advisory fee  ...............................................
Accrued directors' fees and expenses  ..........................................
Accrued excise tax  ............................................................
    Total liabilities
    Net assets applicable to outstanding shares

                                   NET ASSETS
Capital stock - par value $.001 per share:
    Authorized - 100,000,000; 100,000,000; 10,000,000; and 25,000,000 shares,
    respectively
    Outstanding - 4,337,667; 1,832,383; 404,932; and 213,790 shares,
    respectively  ..............................................................

Paid-in capital  ...............................................................


Undistributed net investment income (Note 1)  ..................................
Accumulated net realized gain (loss) on investments  ...........................
Accumulated net realized gain on foreign currency transactions  ................
Net unrealized appreciation (depreciation) of investments ......................
Net unrealized appreciation on translation of assets and liabilities in foreign
currencies  ....................................................................
Net assets applicable to outstanding shares

Net asset value per share

                            See accompanying notes.
<PAGE>








<TABLE>
<CAPTION>

         Permanent Portfolio        Treasury Bill Portfolio   Versatile Bond Portfolio  Aggressive Growth Portfolio
         -------------------        -----------------------   ------------------------  ---------------------------
          <C>                         <C>                        <C>                          <C>

          $ 14,976,553                $          -               $           -                $          -
             3,289,945                           -                           -                           -
          ------------                ------------                ------------                ------------
            18,266,498                           -                           -                           -

             7,504,984                           -                           -                           -
            10,599,864                           -                           -                           -
            10,728,561                           -                           -                   6,726,501
               202,595                           -                           -                           -
             2,555,361                           -                  22,891,792                           -
            21,186,883                 119,787,326                           -                     279,961
          ------------                ------------                -------------               ------------
            71,044,746                 119,787,326                  22,891,792                   7,006,462



                     -                           -                           -                       7,249
                 8,388                     155,579                      24,135                      28,668
               113,797                           -                           -                           -
               768,497                   1,995,542                     479,521                       2,564
          ------------                ------------               -------------                ------------

            71,935,428                 121,938,447                  23,395,448                   7,044,943



                15,338                      13,287                     115,153                           -
                76,761                      77,442                      20,884                           -
               120,384                           -                     986,166                     272,424
                68,854                      63,938                      14,750                       5,687
                   541                         206                         347                           -
                43,905                     117,640                      28,767                       9,290
          ------------                ------------               -------------                ------------
               325,783                     272,513                   1,166,067                     287,401
          ------------                ------------               -------------                ------------
          $ 71,609,645                $121,665,934               $  22,229,381                $  6,757,542
          ============                ============               =============                ============


          $      4,338                $      1,832               $         405                $        214

            63,807,849                 117,590,760                  20,544,083                   5,229,445
          ------------                ------------               -------------                ------------
            63,812,187                 117,592,592                  20,544,488                   5,229,659

             6,530,118                   4,095,285                   2,043,196                      36,965
               585,438                     (12,823)                   (134,484)                    385,099
               425,151                           -                           -                           -
               228,958                      (9,120)                   (223,819)                  1,105,819
                27,793                           -                           -                           -
          ------------                ------------               -------------                ------------
          $ 71,609,645                $121,665,934               $  22,229,381                $  6,757,542
          ============                ============               =============                ============
              $16.51                      $66.40                      $54.90                     $31.61
              ======                      ======                      ======                     ======
</TABLE>

<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            STATEMENTS OF OPERATIONS
                          Year ended January 31, 1995







Investment income:
  Interest  ....................................................................
  Dividends  ...................................................................


Expenses (Notes 3, 7 & 8):
  Investment advisory fee  .....................................................
  Directors' fees and expenses  ................................................
  Excise tax  ..................................................................
  Regulatory expense  ..........................................................
  Commitment fee  ..............................................................
  Total expenses
  Less waiver of investment advisory fee expense  ..............................
     Net expenses




Net investment income (loss) before foreign taxes deducted at source

Less foreign income taxes deducted at source, net of refundable taxes  .........


Net investment income (loss)


Realized and unrealized gain (loss) on investments  and foreign  currency (Notes
  1, 2, 4 & 5):
Net realized gain (loss) on:
  Investments in unaffiliated issuers  .........................................
  Investments other than securities  ...........................................
  Investments in an affiliated issuer  .........................................
  Foreign currency transactions  ...............................................

Change in unrealized appreciation (depreciation) of:
  Investments  .................................................................
  Translation of assets and liabilities in foreign currencies  .................

Net realized and unrealized gain (loss) on investments
  and foreign currency
Net increase (decrease) in net assets resulting
  from operations













                            See accompanying notes.
<PAGE>

<TABLE>
<CAPTION>






         Permanent Portfolio        Treasury Bill Portfolio   Versatile Bond Portfolio  Aggressive Growth Portfolio
         -------------------        ----------------------    ------------------------  ---------------------------
          <C>                         <C>                        <C>                          <C>
          $  2,485,160                $  5,501,395               $   1,337,138                $      5,072
               505,215                           -                           -                      75,122
          ------------                ------------               -------------                ------------
             2,990,375                   5,501,395                   1,337,138                      80,194

               843,663                   1,448,126                     317,816                      74,694
                18,713                      27,920                       7,775                       1,897
                31,275                     104,901                      16,514                       4,763
                78,010                      71,156                       6,213                       1,777
                10,000                           -                           -                           -
          ------------                ------------               -------------                ------------
               981,661                   1,652,103                     348,318                      83,131
                     -                     622,898                     104,386                           -
          ------------                ------------               -------------                ------------
               981,661                   1,029,205                     243,932                      83,131
          ------------                ------------               -------------                ------------

             2,008,714                   4,472,190                   1,093,206                     (2,937)

                17,941                           -                           -                           -
          ------------                ------------               -------------                ------------

             1,990,773                   4,472,190                   1,093,206                     (2,937)





               (46,534)                    (12,823)                   (134,484)                    413,502
              (180,353)                          -                           -                           -
                17,329                           -                           -                           -
               425,151                           -                           -                           -
          ------------                ------------               -------------                ------------
               215,593                     (12,823)                   (134,484)                    413,502

            (5,998,661)                     20,468                    (286,684)                   (665,360)
                27,793                          -                            -                           -
          ------------                 -----------               -------------                ------------
            (5,755,275)                      7,645                    (421,168)                   (251,858)
          ------------                ------------               -------------                ------------
          $ (3,764,502)                $ 4,479,835               $     672,038                $   (254,795)
          ============                 ===========               =============                ============
</TABLE>


<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                      STATEMENTS OF CHANGES IN NET ASSETS






<TABLE>
<CAPTION>
                                                                                              Permanent Portfolio
                                                                                      ---------------------------------
                                                                                       Year ended         Year ended
                                                                                      January 31, 1995 January 31, 1994
                                                                                      ---------------- ----------------
<S>                                                                                    <C>                <C>
Operations:
  Net investment income (loss)  ..............................................         $  1,990,773       $  1,966,076
  Net realized gain (loss) on investments  ...................................             (209,558)          (221,389)
  Net realized gain on foreign currency transactions  ........................              425,151                  -
  Change in unrealized appreciation (depreciation) of investments  ...........           (5,998,661)         8,864,219
  Change in unrealized appreciation on translation of
     assets and liabilities in foreign currencies  ...........................               27,793                  -
                                                                                       ------------       ------------
Net increase (decrease) in net assets resulting from operations                          (3,764,502)        10,608,906

Equalization on shares issued and redeemed:  .................................               46,544            919,422

Distribution to shareholders from:
  Net investment income  .....................................................             (949,685)        (1,095,822)
  Net realized gain on investments  ..........................................                    -                  -

Capital stock transactions exclusive of amounts allocated to undistributed
  net investment income (Note 6):  ...........................................           (2,765,425)         2,673,473
                                                                                       ------------       ------------
  Net increase (decrease) in net assets                                                  (7,433,068)        13,105,979

  Net assets at beginning  of year                                                       79,042,713         65,936,734
                                                                                       ------------       ------------

  Net assets at end of year (including  undistributed  net investment  income of
  $6,530,118 and $5,759,510; $4,095,285 and $6,772,887; $2,043,196 and
  $3,715,946; $36,965 and $20,362, respectively)                                       $ 71,609,645       $ 79,042,713
                                                                                       ============       ============

</TABLE>






















                            See accompanying notes.
<PAGE>









<TABLE>
<CAPTION>
         Treasury Bill Portfolio                  Versatile Bond Portfolio              Aggressive Growth Portfolio
- ------------------------------------       -----------------------------------   --------------------------------------
    Year ended         Year ended             Year ended         Year ended        Year ended            Year ended
January 31, 1995    January 31, 1994       January 31, 1995   January 31, 1994   January 31, 1995      January 31, 1994
- ----------------    ----------------       ----------------   ----------------   ----------------      ----------------
  <C>               <C>                    <C>                 <C>                <C>                   <C>

  $  4,472,190       $   3,961,973         $  1,093,206        $  1,124,267       $    (2,937)          $       827
       (12,823)            (72,612)            (134,484)             82,095           413,502                 2,371
             -                   -                    -                   -                 -                     -
        20,468            (200,095)            (286,684)           (103,510)         (665,360)            1,042,120

             -                   -                    -                   -                 -                     -
  ------------       -------------         ------------        ------------       -----------           -----------
     4,479,835           3,689,266              672,038           1,102,852          (254,795)            1,045,318

    (3,116,665)        (11,158,280)          (1,606,019)          1,052,595              (384)                6,263


    (1,179,051)         (2,180,953)            (578,352)           (419,041)           (6,071)               (3,686)
             -                   -               (4,906)                  -            (4,047)              (86,667)


   (12,488,118)        (36,267,982)         (11,935,372)         10,728,724          (178,351)            2,643,490
  ------------       -------------         ------------        ------------       -----------           -----------
   (12,303,999)        (45,917,949)         (13,452,611)         12,465,130          (443,648)            3,604,718

   133,969,933         179,887,882           35,681,992          23,216,862         7,201,190             3,596,472
  ------------       -------------         ------------        ------------       -----------           -----------



  $121,665,934       $ 133,969,933         $ 22,229,381         $35,681,992       $ 6,757,542           $ 7,201,190
  ============       =============         ============         ===========       ===========           ===========

</TABLE>

<PAGE>

<TABLE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>

     Quantity                                                                                            Market Value
- -----------------                                                                                        ------------
  <C>                <S>                                                                                 <C>
 
                     GOLD ASSETS - 20.91% of Total Net Assets
  15,285 Troy Oz.     Gold bullion (a)  .........................................................        $  5,747,326

  23,757 Coins        One-ounce gold coins (a) ..................................................           9,155,948

   4,882 Units        United States Gold Trust (a)(c) ...........................................              73,279
                                                                                                         ------------
                      Total Gold Assets (Cost $16,026,950)                                               $ 14,976,553
                                                                                                         ------------
                     SILVER ASSETS - 4.60% of Total Net Assets
 446,824 Troy Oz.     Silver bullion (a) ........................................................        $  2,083,532

     379 Bags         Silver coins (a) ..........................................................           1,206,413
                                                                                                         ------------
                         Total Silver Assets (Cost $4,643,504)                                           $  3,289,945
</TABLE>
<TABLE>
                                                                                                         ------------
<CAPTION>
Principal Amount     SWISS FRANC ASSETS - 10.48% of Total Net Assets
- ----------------
  <C>                 <S>                                                                                <C>
  SF 5,700,000        5.250% Swiss Confederation bonds, 02-11-98 ................................        $  4,492,523
  SF 4,000,000        4.000% Swiss Confederation bonds, 03-10-99 ................................           3,012,461
                                                                                                         ------------
                         Total Swiss Franc Assets (Cost $6,826,335)                                      $  7,504,984
</TABLE>
<TABLE>
                                                                                                         ------------
<CAPTION>
        Number       STOCKS OF UNITED STATES AND FOREIGN REAL ESTATE AND NATURAL
      Of Shares      RESOURCE COMPANIES - 14.80% of Total Net Assets
      ---------
        <C>         <S>                                                                                  <C>
                     NATURAL RESOURCES -  5.13% of Total Net Assets
        13,000        Broken Hill Proprietary, Ltd. .............................................        $    724,750
        12,000        Burlington Resources ......................................................             414,000
        17,200        Cypress Amax Mining Company  ..............................................             462,250
        58,000        Forest Oil Corporation (a) ................................................             101,500
        12,000        Inco, Ltd. ................................................................             322,500
        40,000        Pogo Producing Company ....................................................             660,000
        25,600        Santa Fe Energy Resources, Inc. (a)  ......................................             217,600
        60,000        Westmoreland Coal Company (a) .............................................             390,000
        10,000        Weyerhaeuser Company  .....................................................             378,750
                                                                                                         ------------
                                                                                                         $  3,671,350
</TABLE>













                          Continued on following page.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
   Number
  Of Shares                                                                                            Market Value
  ---------                                                                                            ------------
  <C>               <S>                                                                                 <C>
                    REAL ESTATE - 9.67% of Total Net Assets
  14,500              BRE Properties, Inc. Class A ..............................................       $   445,875
  13,000              Burnham Pacific Properties, Inc. ..........................................           167,375
  19,000              Federal Realty Investment Trust ...........................................           396,625
  49,000              First Union Real Estate Investments .......................................           404,250
  29,700              HRE Properties ............................................................           397,238
  47,000              IRT Property Company ......................................................           475,875
  34,200              MGI Properties ............................................................           487,350
  21,000              New Plan Realty Trust .....................................................           430,500
  20,100              Pennsylvania Real Estate Investment Trust .................................           379,388
  55,000              Property Trust of America .................................................           935,000
  27,600              Real Estate Investment Trust of California ................................           424,350
  24,900              Texas Pacific Land Trust ..................................................           457,538
  47,200              United Dominion Realty Trust, Inc. ........................................           637,200
  25,500              Washington Real Estate Investment Trust ...................................           414,375
  37,300              Western Investment Real Estate Trust ......................................           475,575
                                                                                                        -----------
                                                                                                        $ 6,928,514
                                                                                                        -----------
                         Total Stocks of United States and Foreign Real Estate and Natural
                         Resource Companies (Cost $8,741,568)                                           $10,599,864
                                                                                                        -----------

                     AGGRESSIVE  GROWTH STOCK  INVESTMENTS,  INCLUDING AN INVESTMENT
                     IN AN AFFILIATE - 15.26% of Total Net Assets

                     AGGRESSIVE GROWTH STOCK INVESTMENTS - 14.98% of Total Net Assets

                     AEROSPACE AND DEFENSE - .59% of Total Net Assets
   3,000              Lockheed Corporation ......................................................       $   216,000
   4,600              Martin Marietta Corporation  ..............................................           205,275
                                                                                                        -----------
                                                                                                        $   421,275

                     COMPUTER SOFTWARE - 1.70% of Total Net Assets
   5,600              Autodesk, Inc.  ...........................................................       $   185,500
   7,700              Lotus Development Corporation (a)  ........................................           343,613
       1              Symantec Corporation warrant (a)(e)  ......................................           690,176
                                                                                                        -----------
                                                                                                        $ 1,219,289
</TABLE>













                          Continued on following page.
<PAGE>


<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
   Number
  Of Shares                                                                                            Market Value
  ---------                                                                                            ------------
  <C>                <S>                                                                                 <C>
                     CONSTRUCTION - .15% of Total Net Assets
   1,900              Fluor Corporation  ........................................................        $   87,875
  16,900              Manville Corporation warrants (a)  ........................................            21,125
                                                                                                         ----------
                                                                                                         $  109,000
                     DATA PROCESS1NG - .57% of Total Net Assets
   2,700              Hewlett Packard Company ...................................................        $  271,350
   5,300              Seagate Technology, Inc. (a)  .............................................           134,488
                                                                                                         ----------
                                                                                                         $  405,838
                     ELECTRICAL AND ELECTRONICS - 2.23% of Total Net Assets
  30,600              DSC Communications Corporation (a)  .......................................        $  983,025
   5,000              Intel Corporation  ........................................................           346,875
  14,500              National Semiconductor Corporation (a) ....................................           264,625
                                                                                                         ----------
                                                                                                         $1,594,525
                     ENTERTAINMENT AND LEISURE - 2.34% of Total Net Assets
   4,900              The Walt Disney Company  ..................................................        $  249,288
   4,500              Harcourt General, Inc.  ...................................................           150,188
  24,000              Promus Companies, Inc. (a) ................................................           816,000
  12,800              Sizzler Restaurants International, Inc.  ..................................            70,400
   2,100              Tribune Company  ..........................................................           109,988
   5,900              Viacom, Inc. Class A (a) ..................................................           277,300
                                                                                                         ----------
                                                                                                         $1,673,164
                     ENVIRONMENTAL - .44% of Total Net Assets
   5,700              Browning-Ferris Industries, Inc.  .........................................        $  176,700
   5,000              WMX Technologies, Inc.  ...................................................           141,875
                                                                                                         ----------
                                                                                                         $  318,575
                     FINANCIAL SERVICES - .78% of Total Net Assets
   3,000              Bank of New York, Inc. warrants (a)   .....................................        $   29,250
   6,215              Bank of Petaluma (a) ......................................................            66,811
   6,094              The Bear Stearns Companies, Inc.  .........................................           101,313
   7,825              The Charles Schwab Corporation  ...........................................           313,000
   1,500              State Street Boston Corporation  ..........................................            49,313
                                                                                                         ----------
                                                                                                         $  559,687
                     MANUFACTURING - 3.25% of Total Net Assets
  23,000              Collins Industries, Inc. warrants (a)  ....................................        $      719
   2,300              Dana Corporation  .........................................................            51,175
  20,000              Harley Davidson, Inc. .....................................................           545,000
  10,100              Harnischfeger Industries, Inc. ............................................           268,913
   3,500              Illinois Tool Works, Inc.  ................................................           140,875
   8,495              Mattel, Inc.  .............................................................           175,209
</TABLE>






                          Continued on following page.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
   Number
  Of Shares                                                                                            Market Value
  ---------                                                                                            ------------
   <C>                <S>                                                                              <C>
   2,000              Nacco Industries, Inc. Class A  ...........................................            97,750
   8,000              Nacco Industries, Inc. Class B  ...........................................           391,000
   4,000              Parker Hannifin Corporation  ..............................................           188,500
   6,000              Perkin Elmer Corporation ..................................................           165,000
   9,000              The Sherwin-Williams Company ..............................................           301,500
                                                                                                        -----------
                                                                                                        $ 2,325,641
                     PHARMACEUTICALS - .83% of Total Net Assets
  10,000              Abbott Laboratories  ......................................................       $   353,750
   2,500              Biogen, Inc. (a)  .........................................................            90,938
   1,297              Chiron Corporation (a)  ...................................................            88,845
   7,000              Genzyme Corporation warrants (a)  .........................................            59,500
                                                                                                        -----------
                                                                                                        $   593,033
                     TRANSPORTATION - 1.01% of Total Net Assets
   7,300              Atlantic Southeast Airlines, Inc.  ........................................       $   120,450
   3,000              Delta Air Lines, Inc. .....................................................           162,000
   4,600              Kansas City Southern Industries, Inc.  ....................................           165,025
   6,700              M.S. Carriers, Inc. (a)  ..................................................           157,450
  18,600              Mesa Airlines, Inc. (a)  ..................................................           119,738
                                                                                                        -----------
                                                                                                        $   724,663
                     MISCELLANEOUS - 1.09% of Total Net Assets
   8,200              Air Products and Chemicals, Inc.  .........................................       $   365,925
   5,500              Baker Hughes, Inc. warrants (a)  ..........................................               258
   8,000              Bethlehem Steel Corporation (a)  ..........................................           125,000
  11,000              Bowne and Company, Inc. ...................................................           177,375
  10,000              Smith International, Inc. warrants (a)  ...................................             1,563
   2,500              Temple-Inland, Inc.  ......................................................           113,750
                                                                                                        -----------
                                                                                                        $   783,871
                                                                                                        -----------
                                                                                                        $10,728,561
                                                                                                        -----------
                     INVESTMENT IN AN AFFILIATE - .28% of Total Net Assets
     100              World Money Securities, Inc. (a)(b)(e)  ...................................       $   202,595
                                                                                                        -----------
                                                                                                        $   202,595
                                                                                                        -----------
                      Total Aggressive Growth Stock Investments (Cost
                      $6,418,157), including an Investment in an Affiliate                              $10,931,156
                                                                                                        -----------
</TABLE>











                          Continued on following page.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>

    Principal Amount                                                                                     Market Value
    ----------------                                                                                     ------------
    <C>              <S>                                                                                 <C>
                     DOLLAR ASSETS - 33.16% of Total Net Assets

                     CORPORATE BONDS - 3.57% of Total Net Assets
    $ 1,050,000       12.125% K Mart Corporation, 03-01-95 ......................................        $  1,054,431
      1,500,000        7.750% WMX Technologies, Inc., 02-01-95 ..................................           1,500,930
                                                                                                         ------------
                                                                                                         $  2,555,361

                     UNITED STATES TREASURY SECURITIES - 29.59% of Total Net Assets
     41,000,000       United States Stripped Principal Only Treasury bonds 7.910%, 05-15-18 (f)..        $  6,735,890
        800,000       United States Treasury bonds 6.250%, 08-15-23  ............................             664,472
      2,000,000       United States Treasury notes 9.500%, 11-15-95 .............................           2,042,260
      2,000,000       United States Treasury notes 4.250%, 12-31-95 .............................           1,954,640
      1,000,000       United States Treasury notes 4.000%, 01-31-96 .............................             972,680
      1,000,000       United States Treasury notes 5.125%, 03-31-96 .............................             979,590
        300,000       United States Treasury notes 6.125%, 07-31-96 .............................             295,881
      2,000,000       United States Treasury notes 6.750%, 02-28-97  ............................           1,980,100
      3,000,000       United States Treasury notes 7.750%, 01-31-00  ............................           3,027,150
      2,600,000       United States Treasury bills 5.140%, 07-27-95 (f)  ........................           2,534,220
                                                                                                         ------------
                                                                                                         $ 21,186,883
                                                                                                         ------------

                        Total Dollar Assets (Cost $28,159,274)                                           $ 23,742,244
                                                                                                         ------------
                        Total Portfolio - 99.21% of total net assets (identified cost $70,815,788) (d)   $ 71,044,746
                        Other assets, less liabilities (.79% of total net assets)                             564,899
                                                                                                         ------------
                        Net assets applicable to outstanding shares                                      $ 71,609,645
                                                                                                         ============
<FN>

                        Note:(a) Non-income producing.
                             (b) Restricted security.
                             (c) Affiliated investment trust.
                             (d) Aggregate cost for Federal income tax purposes was $65,617,474.
                             (e) Market value determined by the Board of Directors.
                             (f) Interest rate represents yield to maturity.

</FN>
</TABLE>

















                            See accompanying notes.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                          THE TREASURY BILL PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>

    Principal Amount                                                                                      Market Value
    ----------------                                                                                      ------------
    <C>              <S>                                                                                 <C>
                     UNITED STATES TREASURY SECURITIES - 98.46% of Total Net Assets
    $ 22,000,000      United States Treasury notes 5.500%, 02-15-95 .............................        $  22,003,300
      28,000,000      United States Treasury notes 3.875%, 02-28-95 .............................           27,969,760
      25,000,000      United States Treasury notes 3.875%, 03-31-95 .............................           24,929,000
      21,000,000      United States Treasury notes 5.875%, 05-15-95 .............................           20,984,460
      23,000,000      United States Treasury notes 3.875%, 08-31-95 .............................           22,660,980
       1,240,000      United States Treasury bills 2.520%, 02-02-95 (b) .........................            1,239,826
                                                                                                         -------------
                        Total Portfolio - 98.46% of total net assets (identified cost $119,796,446) (a)  $ 119,787,326
                        Other assets, less liabilities (1.54% of total net assets)                           1,878,608
                                                                                                         -------------
                        Net assets applicable to outstanding shares                                      $ 121,665,934
                                                                                                         =============
<FN>

                        Note:(a) Aggregate cost for Federal income tax purposes.
                             (b) Interest rate represents yield to maturity.

</FN>
</TABLE>



































                            See accompanying notes.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                          THE VERSATILE BOND PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
   Principal Amount                                                                                      Market Value
   ----------------                                                                                      ------------
    <C>              <S>                                                                                 <C>
                     CORPORATE BONDS - 102.98% of Total Net Assets

                     AEROSPACE - 4.55% of Total Net Assets
    $ 1,000,000       8.375% Boeing Company, 03-01-96  ..........................................        $  1,011,430
                                                                                                         ------------
                                                                                                         $  1,011,430
                     BEVERAGES - 17.10% of Total Net Assets
      1,500,000       8.750% Anheuser-Busch Companies, Inc., 07-15-95  ..........................        $  1,513,995
      1,275,000       7.750% Coca Cola Company, 02-15-96  .......................................           1,283,084
      1,000,000       7.875% Pepsi Company, Inc., 08-15-96 ......................................           1,004,810
                                                                                                         ------------
                                                                                                         $  3,801,889
                     CHEMICALS - 4.57% of Total Net Assets
      1,000,000       8.450% DuPont EI DeNemours & Company, 10-15-96  ...........................        $  1,015,580
                                                                                                         ------------
                                                                                                         $  1,015,580
                     CONGLOMERATES - 4.41% of Total Net Assets
      1,000,000       5.250% ITT Corporation, 02-15-96  .........................................        $    980,980
                                                                                                         ------------
                                                                                                         $    980,980
                     FINANCIAL SERVICES - 17.90% of Total Net Assets
      1,000,000       7.375% American General Finance Corporation, 11-15-96  ....................        $    998,200
      1,000,000       6.875% Associates Corporation of North America, 01-15-97  .................             984,530
      1,000,000       7.125% CIT Group Holdings, Inc., 11-15-96  ................................             993,300
      1,000,000       7.900% International Lease Finance Company, 10-01-96  .....................           1,004,070
                                                                                                         ------------
                                                                                                         $  3,980,100
                     HOUSEHOLD PRODUCTS - 6.75% of Total Net Assets
      1,500,000       6.250% Procter & Gamble Company, 03-15-95 .................................        $  1,500,583
                                                                                                         ------------
                                                                                                         $  1,500,583





</TABLE>


















                          Continued on following page.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                          THE VERSATILE BOND PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
    Principal Amount                                                                                     Market Value
    ----------------                                                                                     ------------
    <C>             <S>                                                                                  <C>
                     MEDICAL EQUIPMENT - 10.24% of Total Net Assets
    $ 1,000,000       8.375% Becton Dickinson & Company, 06-01-96  ..............................        $  1,013,380
      1,250,000       8.500% Johnson & Johnson Company, 08-15-95  ...............................           1,261,863
                                                                                                         ------------
                                                                                                         $  2,275,243
                     OIL AND GAS - 4.51% of Total Net Assets
      1,000,000       7.000% Shell Oil Company, 09-15-95 ........................................        $  1,001,550
                                                                                                         ------------
                                                                                                         $  1,001,550
                     PHARMACEUTICALS - 4.53% of Total Net Assets
      1,000,000       7.750% Merck & Company, 05-01-96 ..........................................        $  1,006,600
                                                                                                         ------------
                                                                                                         $  1,006,600
                     RETAIL - 7.07% of Total Net Assets
      1,556,000       9.600% May Department Stores Company, 06-15-95  ...........................        $  1,572,494
                                                                                                         ------------
                                                                                                         $  1,572,494
                     TELECOMMUNICATIONS - 12.26% of Total Net Assets
      1,500,000       4.500% AT&T Corporation, 02-15-96  ........................................        $  1,460,610
      1,250,000       8.300% Southwestern Bell Telephone Company, 06-01-96  .....................           1,264,013
                                                                                                         ------------
                                                                                                         $  2,724,623
                     TOBACCO - 4.59% of Total Net Assets
      1,000,000       8.875% Philip Morris Companies, Inc., 07-01-96  ...........................        $  1,020,100
                                                                                                         ------------
                                                                                                         $  1,020,100
                     UTILITIES - 4.50% of Total Net Assets
      1,000,000       5.550% Southern California Edison Company, 02-01-95  ......................        $  1,000,620
                                                                                                         ------------
                                                                                                         $  1,000,620
                                                                                                         ------------
                        Total Portfolio - 102.98% of total net assets(identified cost $23,115,611)(a)    $ 22,891,792
                        Liabilities,  less  other  assets  (2.98%  of total  net assets)                     (662,411)
                                                                                                         ------------
                        Net assets applicable to outstanding shares                                      $ 22,229,381
                                                                                                         ============
<FN>

                        Note:    (a) Aggregate cost for Federal income tax purposes.
</FN>

</TABLE>
















                            See accompanying notes.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                        THE AGGRESSIVE GROWTH PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>

   Number
  Of Shares                                                                                            Market Value
  ---------                                                                                            ------------
  <C>               <S>                                                                                 <C>
                     AGGRESSIVE GROWTH STOCK INVESTMENTS - 99.54% of Total Net Assets

                     CHEMICALS - 4.81% of Total Net Assets
   3,700              Air Products and Chemicals, Inc. ..........................................        $  165,113
   6,100              Wellman, Inc. .............................................................           160,125
                                                                                                         ----------
                                                                                                         $  325,238
                     COMPUTER SOFTWARE - 5.68% of Total Net Assets
   5,800              Autodesk, Inc. ............................................................        $  192,125
   4,300              Lotus Development Corporation (a) .........................................           191,888
                                                                                                         ----------
                                                                                                         $  384,013
                     CONSTRUCTION - 6.25% of Total Net Assets
   5,200              Fluor Corporation .........................................................        $  240,500
  20,000              Manville Corporation warrants (a)  ........................................            25,000
  11,000              The Ryland Group, Inc. ....................................................           156,590
                                                                                                         ----------
                                                                                                         $  422,090
                     DATA PROCESSING - 7.49% of Total Net Assets
   8,500              AST Research, Inc. (a) ....................................................        $  127,500
   2,000              Hewlett-Packard Company ...................................................           201,000
   7,000              Seagate Technology, Inc. (a) ..............................................           177,625
                                                                                                         ----------
                                                                                                         $  506,125
                     ELECTRICAL & ELECTRONICS - 8.12% of Total Net Assets
   6,200              DSC Communications Corporation (a) ........................................        $  199,175
   2,700              Intel Corporation .........................................................           187,313
   8,900              National Semiconductor Corporation (a) ....................................           162,425
                                                                                                         ----------
                                                                                                         $  548,913
                     ENTERTAINMENT AND LEISURE - 11.58% of Total Net Assets
   3,700              The Walt Disney Company ...................................................        $  188,238
   4,800              Harcourt General, Inc. ....................................................           160,200
  12,800              Sizzler Restaurants International, Inc. ...................................            70,400
   2,900              Tribune Company  ..........................................................           151,888
   4,500              Viacom, Inc. Class A (a) ..................................................           211,500
                                                                                                         ----------
                                                                                                         $  782,226
                     FINANCIAL SERVICES - 11.43% of Total Net Assets
   2,600              Bank of New York, Inc. warrants (a)  ......................................        $   25,350
  13,980              The Bear Stearns Companies, Inc. ..........................................           232,418
   2,500              Morgan Stanley Group, Inc. ................................................           150,313
   5,000              The Charles Schwab Corporation ............................................           200,000
   5,000              State Street Boston Corporation ...........................................           164,375
                                                                                                         ----------
                                                                                                         $  772,456
                     MANUFACTURING - 12.18% of Total Net Assets
   8,100              Dana Corporation  .........................................................        $  180,225
   6,900              Harnischfeger Industries, Inc. ............................................           183,713
   4,000              Illinois Tool Works, Inc. .................................................           161,000
   6,688              Mattel, Inc. ..............................................................           137,930
   3,400              Parker Hannifin Corporation ...............................................           160,225
                                                                                                         ----------
                                                                                                         $  823,093
</TABLE>


                          Continued on following page.
<PAGE>

<TABLE>
                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                        THE AGGRESSIVE GROWTH PORTFOLIO
                            SCHEDULE OF INVESTMENTS
                                January 31, 1995



<CAPTION>
   Number
 Of Shares                                                                                             Market Value
 ---------                                                                                             ------------
  <C>                <S>                                                                                 <C>
                     OIL AND OILFIELD SERVICES - 2.44% of Total Net Assets
   6,800              Baker Hughes, Inc. warrants (a) ...........................................        $      319
  16,700              Parker Drilling Company (a) ...............................................            81,413
   8,000              Smith International, Inc. warrants (a)  ...................................             1,250
  18,200              Wainoco Oil Corporation (a)  ..............................................            81,900
                                                                                                         ----------
                                                                                                         $  164,882
                     PHARMACEUTICALS - 8.29% of Total Net Assets
   2,800              Amgen, Inc. (a)  ..........................................................        $  178,150
   6,200              Biogen, Inc.  (a) .........................................................           225,525
   1,544              Chiron Corporation (a) ....................................................           105,764
   6,000              Genzyme Corporation warrants (a)  .........................................            51,000
                                                                                                         ----------
                                                                                                         $  560,439
                     RETAIL - 4.81% of Total Net Assets
  11,500              Price/Costco, Inc. (a) ....................................................        $  158,125
   5,700              Toys "R" Us, Inc. (a) .....................................................           166,725
                                                                                                         ----------
                                                                                                         $  324,850
                     TRANSPORTATION - 7.90% of Total Net Assets
   5,000              Atlantic Southeast Airlines, Inc. .........................................        $   82,500
   4,600              Kansas City Southern Industries, Inc. .....................................           165,025
   7,100              M.S. Carriers, Inc. (a) ...................................................           166,850
  18,600              Mesa Airlines, Inc. (a)  ..................................................           119,738
                                                                                                         ----------
                                                                                                         $  534,113
                     MISCELLANEOUS - 8.56% of Total Net Assets
   7,500              Bethlehem Steel Corporation (a) ...........................................        $  117,188
   4,700              Browning-Ferris Industries, Inc. ..........................................           145,700
   3,800              Martin Marietta Corporation ...............................................           169,575
   3,200              Temple-Inland, Inc. .......................................................           145,600
                                                                                                         ----------
                                                                                                         $  578,063
                                                                                                         ----------

                        Total Aggressive Growth Stock Investments (Cost $5,620,677)                      $6,726,501
                                                                                                         ----------
</TABLE>
<TABLE>
<CAPTION>
 Principal Amount
 ----------------
  <C>                <S>                                                                                 <C>
                     UNITED STATES TREASURY SECURITIES - 4.14% of Total Net Assets

   $280,000           United States Treasury bills 2.520%, 02-02-95 (c) .........................        $  279,961
                                                                                                         ----------
                        Total United States Treasury Securities (Cost $279,966)                          $  279,961
                                                                                                         ----------
                        Total Portfolio - 103.68% of total net assets (identified cost $5,900,643)(b)    $7,006,462
                        Liabilities, less other assets (3.68% of total net assets)                         (248,920)
                                                                                                         ----------
                        Net assets applicable to outstanding shares                                      $6,757,542
                                                                                                         ==========
<FN>

                        Note:(a) Non-income producing.
                             (b) Aggregate cost for Federal income tax purposes.
                             (c) Interest rate represents yield to maturity.
</FN>
</TABLE>





                            See accompanying notes.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995





1.   SIGNIFICANT ACCOUNTING POLICIES
     Permanent  Portfolio Family of Funds, Inc. (the "Fund") is registered under
     the  Investment  Company  Act  of  1940  as  a  no-load,  open-end,  series
     management  investment  company.  The  Fund  commenced  operations  as  the
     Permanent  Portfolio,  the Treasury  Bill  Portfolio,  the  Versatile  Bond
     Portfolio and the Aggressive  Growth  Portfolio on January 8, 1982, May 26,
     1987,  September  27,  1991 and January 2, 1990,  respectively.  Investment
     operations in the Permanent  Portfolio,  the Treasury Bill  Portfolio,  the
     Versatile Bond Portfolio and the Aggressive  Growth Portfolio  commenced on
     December 1, 1982,  September 21, 1987,  November 12, 1991 and May 16, 1990,
     respectively.

     Valuation of investments
     Investments  are valued at market.  Securities for which market  quotations
     are  readily  available  are  valued at the  latest  sale  price.  Unlisted
     securities   or   securities   for   which  the  most   active   market  is
     over-the-counter  are valued at the mean  between the closing bid and asked
     prices.  Swiss  francs  are  valued  at  the  closing  spot  price  on  the
     International  Monetary Market. Swiss Confederation bonds are valued at the
     closing price in Zurich, Switzerland, converted into U.S. dollars at 4 p.m.
     (Eastern  Time).  Investments  in gold and silver  are valued  based on the
     closing  spot  prices  on  the  New  York  Commodity  Exchange.  Short-term
     securities  are valued at market daily.  Investments  for which there is no
     active  market  are  valued  at fair  value as  determined  by the Board of
     Directors.  At January 31, 1995, two investments in the Permanent Portfolio
     (1.25% of total net assets) were so valued.

     Investment transactions and investment income
     Investment  transactions are accounted for on the date of purchase, sale or
     maturity. Interest income is accrued daily and includes amortization of any
     premium and discount for  financial and tax  reporting  purposes.  Dividend
     income is recorded on the ex-dividend date.  Realized gains and losses from
     securities  transactions  and unrealized  appreciation  or  depreciation of
     investments  are recorded on an identified cost basis for financial and tax
     reporting purposes.

     For the year  ended  January  31,  1995,  investment  income  was earned as
     follows:
<TABLE>
<CAPTION>
                                                 Permanent       Treasury Bill     Versatile Bond  Aggressive Growth
                                                 Portfolio         Portfolio          Portfolio         Portfolio
                                               ------------      -------------     --------------  -----------------
     <S>                                       <C>               <C>               <C>                  <C>
     Interest on:
       Corporate bonds                         $    242,324       $          -     $  1,250,323         $         -
       Swiss franc assets                           364,481                  -                -                   -
       United States Treasury securities          1,815,445          5,456,920           64,061                   -
       Other interest                                62,910             44,475           22,754               5,072
     Dividends                                      505,215                  -                -              75,122
                                               ------------       ------------     ------------         -----------
       Total                                   $  2,990,375       $  5,501,395     $  1,337,138         $    80,194
                                               ============       ============     ============         ===========
</TABLE>


     Translation of foreign currencies
     Amounts  denominated  in or  expected to settle in foreign  currencies  are
     translated into U.S.  dollars on the following  basis:  (i) market value of
     investment  securities and other assets and  liabilities  are translated at
     the closing rate of exchange at January 31, 1995;  and (ii)  purchases  and
     sales of investment  securities,  income and expenses are translated at the
     rate of exchange prevailing on the respective dates of such transactions.



                          Continued on following page.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995





     During the year ended  January 31,  1995,  the Fund  adopted  Statement  of
     Position  93-4  "Foreign  Currency   Accounting  and  Financial   Statement
     Presentation for Investment Companies." Accordingly,  beginning February 1,
     1994,  the Fund began  separately  reporting the portions of the results of
     operations  attributable to the effect of changes in foreign exchange rates
     on the value of investments.  Reported net realized  foreign exchange gains
     or losses arise from sales of foreign currencies; foreign currency gains or
     losses  realized  between  the trade  and  settlement  dates on  securities
     transactions; and the difference between the amounts of dividends, interest
     and foreign  withholding taxes recorded on the Fund's books verses the U.S.
     dollar  equivalent of the amounts actually received or paid. Net unrealized
     foreign  exchange gains arise from changes in the exchange rate  applicable
     to cash,  receivables and liabilities  denominated in foreign currencies at
     January 31, 1995.

     Federal income taxes
     Each of the  Fund's  Portfolios  intends  to  continue  to be  treated as a
     separate  regulated  investment  company  under  Subchapter M of the United
     States Internal Revenue Code of 1986, as amended (the "Code"). No provision
     has been made for United States income taxes, as each Portfolio  intends to
     declare necessary  dividend  distributions  from investment company taxable
     income to its shareholders prior to October 15, 1995, so as to maintain its
     qualification as a regulated  investment company for the year ended January
     31,1995 pursuant to the requirements of the Code. Such  distributions  will
     be  approximately  $1,600,000,  $2,900,000,  $679,000  and  $25,000 for the
     Permanent  Portfolio,  the Treasury  Bill  Portfolio,  the  Versatile  Bond
     Portfolio and the Aggressive Growth Portfolio, respectively.

     At January 31, 1995, capital loss carryforwards  available to offset future
     realized gains, if any, aggregate approximately:  $696,000 in the Permanent
     Portfolio,  of which  $57,000,  $40,000 and $599,000  expire on January 31,
     1999, January 31, 2002 and January 31, 2003, respectively;  $144,000 in the
     Treasury Bill  Portfolio,  of which $4,000,  $99,000 and $41,000  expire on
     January 31, 2001, January 31, 2002 and January 31, 2003, respectively;  and
     $102,000 in the Versatile Bond Portfolio which expires on January 31, 2003.
     There  were  no  capital  loss   carryforwards  in  the  Aggressive  Growth
     Portfolio.  Additionally,  net capital losses of approximately  $4,000, and
     $33,000 in the Treasury Bill  Portfolio and the Versatile  Bond  Portfolio,
     respectively,  are  attributable to investment  transactions  that occurred
     after October 31, 1994 and are  recognized  for Federal income tax purposes
     as arising on  February 1, 1995,  the first day of each of the  Portfolio's
     next taxable year.

     Distributions
     Distributions to shareholders  from net investment income and realized gain
     on investments, if any, are recorded on the ex-dividend date. The amount of
     such  distributions  are  determined in accordance  with the Code which may
     differ from generally  accepted  accounting  principles.  These differences
     result  primarily  from different  treatment of net  investment  income and
     realized  gains  on  certain  investment  securities  held  by  the  Fund's
     Portfolios.  During the year ended January 31, 1995, the Fund  reclassified
     from  undistributed net investment income to paid-in capital,  certain book
     and tax basis differences relating to shareholder  distributions,  totaling
     $317,024,  $2,845,062,  $658,774 and $732 for the Permanent Portfolio,  the
     Treasury Bill  Portfolio,  the Versatile  Bond Portfolio and the Aggressive
     Growth Portfolio, respectively. Additionally, $(9,014), $77,189 and $26,727
     in the Treasury  Bill  Portfolio,  the  Versatile  Bond  Portfolio  and the
     Aggressive   Growth   Portfolio,   respectively,   were  reclassified  from
     accumulated  net  realized  gain  on  investments  to   undistributed   net
     investment  income  due  to  these   differences.   At  January  31,  1995,
     undistributed net investment income exceeds amounts distributable under the
     Fund's distribution  policy referred to above by approximately  $4,900,000,
     $1,200,000,  $1,300,000  and  $12,000  for  the  Permanent  Portfolio,  the
     Treasury Bill  Portfolio,  the Versatile  Bond Portfolio and the Aggressive
     Growth Portfolio, respectively.

                          Continued on following page.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995





     Equalization
     The Fund  follows  the  accounting  practice  of  equalization,  by which a
     portion  of  the  proceeds  from  sales  and a  portion  of  the  costs  of
     redemptions of shares of capital stock are allocated to  undistributed  net
     investment   income.  The  effect  of  this  practice  is  to  prevent  the
     calculation of net investment income per share from being affected by sales
     or  redemptions  of  shares  in  each  Portfolio,  and for  periods  of net
     issuances of shares,  allows  undistributed net investment income to exceed
     distributable investment company taxable income.

2.   INVESTMENTS IN AFFILIATED ISSUERS
     During fiscal year 1990, the Permanent  Portfolio acquired from World Money
     Managers, the Fund's investment adviser and distributor for that Portfolio,
     a 100%  interest in World Money  Securities,  Inc.  ("WMS"),  a  registered
     broker-dealer  and  distributor  for the Fund's  Treasury  Bill  Portfolio,
     Versatile Bond Portfolio and Aggressive Growth Portfolio.

     Additional  investments  may  be  made,  provided  that  the  cost  of  all
     investments does not exceed 1% of the net assets of the Permanent Portfolio
     at the date of the  additional  investment.  At January 31, 1995,  the cost
     basis of the  investment  was  $924,881  and the  investment  was valued at
     $202,595  (0.28% of total net  assets)  which  approximates  fair  value as
     determined  by the Board of  Directors.  The  Permanent  Portfolio  did not
     receive  any  dividends  or  interest  from WMS,  an  illiquid,  restricted
     security,  during the year ended January 31, 1995. At present asset levels,
     no additional investments by the Permanent Portfolio are permitted in WMS.

     The Permanent  Portfolio  held 4,882 units of United States Gold Trust,  an
     affiliated  investment trust,  resulting in net unrealized  depreciation of
     $460 at January 31, 1995. The Permanent  Portfolio  received no income from
     this investment during the year ended January 31, 1995. Commissions paid to
     WMS relating to purchases and sales of these units aggregated $6,158 during
     the year ended January 31, 1995.

     The Permanent  Portfolio  purchased  and sold,  as short-term  investments,
     approximately  $60  million  of  shares  in the  Treasury  Bill  Portfolio,
     resulting in net realized  gains of $17,329  during the year ended  January
     31, 1995.  There is no advisory fee paid to the  investment  adviser by the
     Treasury Bill Portfolio on these investments.

3.   INVESTMENT ADVISORY CONTRACT
     In  accordance  with the  terms of an  Investment  Advisory  Contract  (the
     "Contract"),   World  Money  Managers  receives  monthly,  a  comprehensive
     advisory fee computed at the following annual rate: (i) for each Portfolio,
     1/4 of 1% of the first $200 million of the  Portfolio's  average  daily net
     assets;  plus  (ii) for the Fund as a whole:  7/8 of 1% of the  first  $200
     million of the Fund's  average  daily net  assets;  13/16 of 1% of the next
     $200 million of the Fund's average daily net assets;  3/4 of 1% of the next
     $200 million of the Fund's average daily net assets; and 11/16 of 1% of the
     Fund's average daily net assets in excess of $600 million, such fee for the
     Fund as a whole to be allocated among the Portfolios in proportion to their
     net  assets.   Effective  January  1,  1995,  the  investment  adviser  has
     voluntarily  agreed to continue to waive for at least the current  calendar
     year ending  December 31, 1995,  portions of the advisory fee  allocable to
     the Treasury  Bill  Portfolio and to the  Versatile  Bond  Portfolio to the
     extent that either Portfolio's total advisory fee otherwise would exceed an
     annual rate of 5/8 of 1%, in the case of the Treasury  Bill  Portfolio,  or
     3/4 of 1%, in the case of the Versatile Bond  Portfolio,  of the respective
     Portfolio's  average daily net assets.  Thereafter,  the investment adviser
     reserves  the right to revoke,  reduce or change  the waiver  prospectively
     upon five days' written notice to the Fund.

                          Continued on following page.

     <PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995






     All fees and  expenses  directly  attributable  to a  Portfolio  are  borne
     entirely by that Portfolio;  all other such fees and expenses are allocated
     among the Fund's  Portfolios in proportion to their net assets.  Except for
     the  comprehensive  advisory  fee,  the fees  and  expenses  of the  Fund's
     independent  directors,  excise taxes and extraordinary expenses as defined
     by the  Contract,  World Money  Managers  pays or  reimburses  the Fund for
     substantially  all of the Fund's  ordinary  operating  expenses  out of its
     comprehensive advisory fee.

     World Money  Managers is a limited  partnership of which one of the general
     partners is the  President and a director of the Fund and the other general
     partner is a corporation wholly owned by the same individual.

4.   PURCHASES AND SALES OF SECURITIES
     The following is a summary of purchases and sales of securities  other than
     short-term securities for the year ended January 31, 1995:
<TABLE>
<CAPTION>
                                                   Permanent     Treasury Bill     Versatile Bond  Aggressive Growth
                                                   Portfolio       Portfolio          Portfolio         Portfolio
                                                  -----------    -------------     --------------  -----------------
      <S>                                         <C>                <C>            <C>               <C>
      Purchases................................   $18,043,473        None           $ 20,862,586      $  1,744,108
      Sales....................................    14,156,880        None             31,813,105         1,870,166
</TABLE>


5.   NET UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS

<TABLE>
     The following is a summary of net unrealized appreciation (depreciation) of
     investments at January 31, 1995 for federal income tax purposes:
<CAPTION>
                                                   Permanent    Treasury Bill      Versatile Bond  Aggressive Growth
                                                   Portfolio      Portfolio          Portfolio         Portfolio
                                                  -------------  -------------     --------------  -----------------
     <S>                                          <C>              <C>              <C>               <C>
     Aggregate gross unrealized appreciation of 
     investments with excess of value over tax cost:
      Investments in securities of
      unaffiliated issuers ....................   $   9,774,835    $  10,804        $   10,557        $ 1,253,412
      Investments other than securities........         131,630            -                 -                  -
                                                  -------------    ---------        ----------        -----------
                                                      9,906,465       10,804            10,557          1,253,412
     Aggregate gross  unrealized  depreciation of
     investments with excess of tax cost over value:
      Investments in securities of unaffiliated
      issuers .................................      (1,221,323)     (19,924)         (234,376)          (147,593)
      Investments other than securities........      (2,535,584)           -                 -                  -
      Investment in an affiliated issuer.......        (722,286)           -                 -                  -
                                                  -------------    ---------        ----------        -----------
                                                     (4,479,193)     (19,924)         (234,376)          (147,593)
                                                  -------------    ---------        ----------        -----------
      Net unrealized appreciation (depreciation)
       on investments                             $   5,427,272    $  (9,120)       $ (223,819)       $ 1,105,819
                                                  =============    =========        ==========        ===========

</TABLE>











                          Continued on following page.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995

6.   CAPITAL STOCK TRANSACTIONS
<TABLE>
     Transactions  in shares of each  Portfolio's  capital  stock  exclusive  of
     amounts  allocated to undistributed  net investment  income were as follows
     for the years ended January 31, 1995 and 1994:
<CAPTION>
                                                                       Permanent Portfolio
                                      ---------------------------------------------------------------------------------
                                                      1995                                          1994
                                      ----------------------------------------    -------------------------------------
                                           Shares              Dollars                  Shares              Dollars
                                      ----------------    --------------------    -------------------  ----------------
     <S>                                  <C>              <C>                         <C>                <C>
     Shares sold......................     516,273         $ 7,024,021                 1,492,538          $ 18,668,838
     Distributions reinvested.........      54,412             880,926                    56,937               974,766
                                         ---------         -----------                 ---------          ------------
                                           570,685           7,904,947                 1,549,475            19,643,604

     Shares redeemed..................    (737,073)        (10,670,372)               (1,339,475)          (16,970,131)
                                         ---------         -----------                ----------          ------------
     Net increase (decrease)              (166,388)        $(2,765,425)                  210,000          $  2,673,473
                                        ==========         ===========                ==========          ============
</TABLE>
<TABLE>
<CAPTION>
                                                                       Treasury Bill  Portfolio
                                      ---------------------------------------------------------------------------------
                                                      1995                                          1994
                                      ----------------------------------------    -------------------------------------
                                           Shares              Dollars                   Shares              Dollars
                                      ----------------    --------------------    -------------------  ----------------
     <S>                                  <C>              <C>                         <C>                <C>
     Shares sold......................   3,439,873         $186,355,664                6,180,033          $309,483,952
     Distributions reinvested.........      16,692            1,102,014                   30,380             1,962,882
                                         ---------         ------------                ---------          ------------
                                         3,456,565          187,457,678                6,210,413           311,446,834

     Shares redeemed..................  (3,691,450)        (199,945,796)              (6,934,261)         (347,714,816)
                                        ----------         ------------               ----------          ------------
     Net decrease                         (234,885)        $(12,488,118)                (723,848)         $(36,267,982)
                                        ==========         ============               ==========          ============
</TABLE>
<TABLE>
<CAPTION>
                                                                       Versatile Bond  Portfolio
                                      ---------------------------------------------------------------------------------
                                                      1995                                          1994
                                      ----------------------------------------    -------------------------------------
                                           Shares              Dollars                   Shares              Dollars
                                      ----------------    --------------------    -------------------  ----------------
     <S>                                  <C>              <C>                         <C>                <C>
     Shares sold......................     221,755         $ 10,683,200                  996,381          $ 48,734,854
     Distributions reinvested.........      10,191              554,197                    7,338               358,218
                                         ---------         ------------                ---------          ------------
                                           231,946           11,237,397                1,003,719            49,093,072

     Shares redeemed..................    (478,583)         (23,172,769)                (785,054)          (38,364,348)
                                         ---------         ------------                ---------          ------------
     Net increase (decrease)              (246,637)        $(11,935,372)                 218,665          $ 10,728,724
                                         =========         ============                =========          ============
</TABLE>
<TABLE>
<CAPTION>
                                                                       Aggressive Growth Portfolio
                                      ---------------------------------------------------------------------------------
                                                      1995                                          1994
                                      ----------------------------------------    -------------------------------------
                                           Shares              Dollars                   Shares              Dollars
                                      ----------------    --------------------    -------------------  ----------------
     <S>                                  <C>              <C>                         <C>                <C>
     Shares sold......................      78,367         $  2,441,932                  156,129          $  4,685,865
     Distributions reinvested.........         330                9,796                    2,920                88,172
                                         ---------         ------------                ---------          ------------
                                            78,697            2,451,728                  159,049             4,774,037

     Shares redeemed..................     (86,044)          (2,630,079)                 (72,962)           (2,130,547)
                                         ---------         ------------                ---------          ------------
     Net increase (decrease)                (7,347)        $   (178,351)                  86,087          $  2,643,490
                                        ==========         ============                =========          ============
</TABLE>
                          Continued on following page.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1995





7.   LINE OF CREDIT
     On March 3, 1990,  the Fund entered into a line of credit  agreement with a
     foreign bank whereby the  Permanent  Portfolio  may borrow up to $2,000,000
     for a period  not to exceed  twenty-one  days,  for the  purpose  of making
     settlement  for  purchases  of  investments  in the event that banks in the
     United States are not able to operate according to their normal procedures.
     Interest is charged at a base rate of 1.0% per annum above the offered rate
     for  deposits  of United  States  Dollars  on the London  Interbank  Market
     (LIBOR) for terms  substantially  similar to any  drawdown.  The  Permanent
     Portfolio is obligated to pay an annual  commitment fee of 1/2%  ($10,000),
     payable   annually   on  the  entire   commitment   amount.   The  line  is
     collateralized by United States Treasury bonds or notes having a face value
     of not less than 125% of the  outstanding  principal  balance and  maturity
     dates of not more than one year. The agreement  contains certain covenants,
     including  among  other  things,  the  Permanent  Portfolio  maintaining  a
     specified  net asset value of at least $60  million.  During the year ended
     January 31, 1995, there were no amounts outstanding under this agreement.

8.   REGULATORY MATTERS
     By letter dated February 9, 1994,  the Staff of the San Francisco  District
     Office of the  Securities  and  Exchange  Commission  advised  the Fund and
     certain of its officers and  affiliates  of alleged  violations  of certain
     provisions of federal  securities  laws,  including  those  relating to the
     Fund's advertising materials, transactions among the Fund's Portfolios, the
     Fund's  distribution  expense  practices and the  composition of the Fund's
     Board of  Directors.  The Staff has decided to recommend to the  Commission
     that it  authorize  the  filing of a civil  action and the  institution  of
     public administrative  proceedings seeking sanctions against certain of the
     Fund's officers and affiliates.  Management of the Fund believes that there
     have been no such  violations.  Pursuant  to  Maryland  law and the  Fund's
     bylaws,  the Fund has agreed to pay directly on behalf of certain officers,
     directors  and  affiliates,  or to  reimburse  them,  for certain  expenses
     incurred  by them in  connection  with the  matter.  The  Fund's  Permanent
     Portfolio, Treasury Bill Portfolio, Versatile Bond Portfolio and Aggressive
     Growth Portfolio so paid or reimbursed expenses of $78,010, $71,156, $6,213
     and $1,777 respectively, during the year ended January 31, 1995.

 <PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            THE PERMANENT PORTFOLIO




<TABLE>


Financial highlights for the Permanent Portfolio
For each share of capital stock outstanding throughout each fiscal year:
<CAPTION>
                                                Year ended        Year ended           Year ended         Year ended
                                           January 31, 1995     January 31, 1994      January 31, 1993   January 31, 1992
                                           ----------------     ----------------      ----------------   ----------------
<S>                                            <C>                 <C>                   <C>                <C>         
Net asset value, beginning of year             $   17.55           $   15.36             $  15.21           $  15.10
                                               ---------           ---------             --------           --------
  Income from investment operations:
    Net investment income  ................          .64                 .44                  .49                .51
    Net realized and unrealized gains
      or losses on investments  ...........        (1.46)               1.99                 (.05)               .51
                                               ---------           ---------             --------           --------
      Total income or loss from
        investment operations                       (.82)               2.43                  .44               1.02

  Less distributions from:
    Net investment income  ................         (.22)               (.24)                (.29)              (.91)
    Net realized gain on investments  .....            -                   -                    -                  -
                                               ---------           ---------             --------           --------
      Total distributions                           (.22)               (.24)                (.29)              (.91)
                                               ---------           ---------             --------           --------

Net asset value, end of year                   $   16.51           $   17.55             $  15.36           $  15.21
                                               =========           =========             ========           ========

Total return (1)  .........................      (4.65)%              15.86%                2.93%              7.01%

Ratios/supplemental data:
  Net assets, end of year (in thousands)       $  71,610           $  79,043             $ 65,937           $ 72,312
                                               =========           =========             ========           ========


  Ratio of expenses to average net assets..        1.32%               1.21%                1.25%              1.27%
  Ratio of net investment income
     to average net assets ................        2.63%               2.66%                3.20%              3.29%
  Portfolio turnover rate .................       31.24%              49.51%               70.77%              8.01%

<FN>

(l)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>



<PAGE>











<TABLE>
<CAPTION>
     Year ended         Year ended        Year ended           Year ended             Year ended          Year ended
   January 31, 1991  January 31, 1990   January 31, 1989     January 31, 1988       January 31, 1987     January 31, 1986
   ----------------  ----------------   ----------------     ----------------       ----------------     ----------------
      <C>               <C>                <C>                  <C>                    <C>                  <C>      
      $   15.57         $   15.00          $    14.71           $    13.66             $    11.88           $   10.82
      ---------         ---------          ----------           ----------             ----------           ---------

            .64               .57                 .46                  .37                    .33                 .33

           (.63)                -                (.15)                 .80                   1.45                 .73
      ---------         ---------          ----------           ----------             ----------           ---------

            .01               .57                 .31                 1.17                   1.78                1.06


           (.48)                -                  -                    -                       -                   -
              -                 -                (.02)                (.12)                     -                   -
      ---------         ---------          ----------           ----------             ----------           ---------
           (.48)                -                (.02)                (.12)                     -                   -
      ---------         ---------          ----------           ----------             ----------           ---------

      $   15.10         $   15.57          $    15.00           $    14.71             $    13.66           $   11.88
      =========         =========          ==========           ==========             ==========           =========

           .15%             3.80%               2.11%                8.58%                 14.98%               9.80%


      $  80,542         $  93,663          $   97,475           $   90,177             $   72,523           $  72,941
      =========         =========          ==========           ==========             ==========           =========


          1.36%             1.17%               1.17%                1.15%                  1.17%                .90%

          4.22%             3.80%               3.00%                2.53%                  2.51%               3.00%
         31.58%            61.44%              23.87%               21.97%                 30.89%              17.10%


</TABLE>
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                          THE TREASURY BILL PORTFOLIO






<TABLE>
Financial highlights for the Treasury Bill Portfolio
For each share of capital stock outstanding throughout each fiscal period:

<CAPTION>
                                                                     Year ended        Year ended         Year ended
                                                                   January 31, 1995  January 31, 1994  January 31, 1993
                                                                   ----------------  ----------------  ----------------
<S>                                                                   <C>               <C>              <C>
Net asset value, beginning of period                                  $    64.81        $    64.45        $    64.99
                                                                      ----------        ----------        ----------
  Income from investment operations:
    Net investment income (2)  ...............................              2.65              1.53              1.68
    Net realized and unrealized gains or losses on investments (3)          (.39)             (.09)              .19
                                                                      ----------        ----------        ----------
      Total income from investment operations                               2.26              1.44              1.87

  Less distributions from:
    Net investment income  ...................................              (.67)            (1.08)            (2.41)
                                                                      ----------        ----------        ----------
      Total distributions                                                   (.67)            (1.08)            (2.41)
                                                                      ----------        ----------        ----------

Net asset value, end of period                                        $    66.40        $    64.81        $    64.45
                                                                      ==========        ==========        ==========

Total return (4) .............................................             3.49%             2.24%             2.89%

Ratios/supplemental data:
  Net assets, end of period (in thousands)  ..................        $  121,666        $  133,970        $  179,888
                                                                      ==========        ==========        ==========
  Ratio of expenses to average net assets (2)  ...............              .82%              .72%              .73%
  Ratio of net investment income to average net assets  ......             3.57%             2.46%             2.97%
  Portfolio turnover rate  ...................................              None              None              None


<FN>

* Computed on an annualized basis.

(l)  The Treasury Bill Portfolio commenced  investment  operations September 21,
     1987.
(2)  Due to the waiver of advisory fees and,  effective  January 1, 1991 through
     January 31, 1994,  distribution  expenses, the ratio of expenses to average
     net assets was  reduced by .50% for the year  ended  January  31,  1995 and
     .49%, .47%, .48%, .47%, .62%, .62% and .65% for the years ended January 31,
     1994,  1993,  1992,  1991,  1990 and 1989 and the period ended  January 31,
     1988,  respectively.  Without this waiver,  the net  investment  income per
     share would have been $2.12 for the year ended  January 31, 1995 and $1.04,
     $1.28,  $2.85,  $3.85,  $3.96, $3.00 and $1.33 for the years and the period
     then ended.
(3)  Per share net realized and unrealized  gains or losses on  investments  may
     not correspond with the change in aggregate  unrealized gains and losses in
     the Portfolio's  securities  because of the timing of sales and repurchases
     of the Portfolio's  shares in relation to fluctuating market values for the
     Portfolio.
(4)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>




<PAGE>










<TABLE>
<CAPTION>


     Year ended              Year ended                Year ended             Year ended                 Period ended
  January 31, 1992         January 31, 1991         January 31, 1990         January 31, 1989          January 31, 1988(1)
  ----------------         ----------------         ----------------         ----------------          -------------------
     <C>                      <C>                      <C>                      <C>                      <C>
     $    63.11               $    59.35               $   54.91                $   51.54                 $    50.00
     ----------               ----------               ---------                ---------                 ----------

           3.26                     4.20                    4.36                     3.38                       1.55
           (.08)                    (.01)                    .08                      .02                       (.01)
     ----------               ----------               ---------                ---------                 ----------
           3.18                     4.19                    4.44                     3.40                       1.54


          (1.30)                    (.43)                      -                     (.03)                         -
     ----------               ----------               ---------                ---------                 ----------
          (1.30)                    (.43)                      -                     (.03)                         -
     ----------               ----------               ---------                ---------                 ----------

     $    64.99               $    63.11               $   59.35                $   54.91                 $    51.54
     ==========               ==========               =========                =========                 ==========

          5.05%                    7.06%                   8.09%                    6.60%                      4.48%*


     $  320,382               $  207,889               $  61,056                $  31,370                 $    6,475
     ==========               ==========               =========                =========                 ==========
           .73%                     .83%                    .54%                     .54%                       .50%*
          4.87%                    6.74%                   7.87%                    6.70%                      5.32%*
           None                     None                    None                     None                       None
</TABLE>
<PAGE>


                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                          THE VERSATILE BOND PORTFOLIO





<TABLE>
Financial highlights for the Versatile Bond Portfolio
For each share of capital stock outstanding throughout each fiscal period:
<CAPTION>
                                              Year ended           Year ended           Year ended         Period ended
                                           January 31, 1995     January 31, 1994      January 31, 1993  January 31, 1992 (1)
                                           ----------------     ----------------      ----------------  --------------------
<S>                                              <C>                <C>                  <C>                <C>      
Net asset value, beginning of period             $  54.76           $   53.63            $    50.58         $   50.00
                                                 --------           ---------            ----------         ---------

  Income from investment operations:
    Net investment income (2)  ...............       2.12                1.87                  2.06              2.51
    Net realized and unrealized gains
      or losses on investments (3)  ..........       (.63)               (.04)                 1.00             (1.93)
                                                 --------           ---------            ----------         ---------
      Total income from investment operations        1.49                1.83                  3.06               .58

  Less distributions from:
    Net investment income  ...................      (1.33)               (.70)                 (.01)                -
    Net realized gain on investments  ........       (.02)                  -                     -                 -
                                                 --------           ---------            ----------         ---------
      Total distributions                           (1.35)               (.70)                 (.01)                -
                                                 --------           ---------            ----------         ---------

Net asset value, end of period                   $  54.90           $   54.76            $    53.63         $   50.58
                                                 ========           =========            ==========         =========

Total return (4)  ............................      2.74%               3.42%                 6.05%             3.33%*

Ratios/supplemental data:
  Net assets, end of period (in thousands)....   $ 22,229           $  35,682             $  23,217         $     596
                                                 =========          =========            ==========         =========

  Ratio of expenses to average net assets (2).       .86%                .89%                  .89%             1.07%*
  Ratio of net investment income
    to average net assets  ...................      3.84%               3.46%                 3.86%             4.00%*
  Portfolio turnover rate  ...................     74.62%              75.05%               224.95%           600.99%*


<FN>

* Computed on an annualized basis.

(l)  The Versatile Bond Portfolio commenced  investment  operations November 12,
     1991.

(2)  Due  to  the  waiver  of  advisory  fees  and  through  January  31,  1994,
     distribution  expenses,  the ratio of  expenses  to average  net assets was
     reduced by .36% for the year ended January 31, 1995 and .39%, .41% and .43%
     for the years ended January 31, 1994, 1993 and the period ended January 31,
     1992,  respectively.  Without this waiver,  the net  investment  income per
     share would have been $1.84 for the year ended  January 31, 1995 and $1.57,
     $1.77 and $2.13 for the years and the period then ended.

(3)  Per share net realized and unrealized  gains or losses on  investments  may
     not correspond with the change in aggregate  unrealized gains and losses in
     the Portfolio's  securities  because of the timing of sales and repurchases
     of the Portfolio's  shares in relation to fluctuating market values for the
     Portfolio.

(4)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>





<PAGE>























































                      This page intentionally left blank.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                        THE AGGRESSIVE GROWTH PORTFOLIO







<TABLE>
Financial  highlights  for the  Aggressive  Growth  Portfolio
For each share of capital stock outstanding throughout each fiscal period:
<CAPTION>
                                                                Year ended                     Year ended
                                                             January 31, 1995                January 31, 1994
                                                             ----------------                ----------------
<S>                                                              <C>                            <C>
Net asset value, beginning of period                             $    32.56                     $   26.63
                                                                 ----------                     ---------

  Income from investment operations:
    Net investment income (loss)  ............................         (.01)                          .01
   Net realized and unrealized gains
    or losses on investments  ................................         (.89)                         6.41
                                                                 ----------                     ---------
      Total income or loss from investment operations                  (.90)                         6.42

  Less distributions from:
    Net investment income  ...................................         (.03)                         (.02)
    Net realized gain on investments  ........................         (.02)                         (.47)
                                                                 ----------                     ---------
      Total distributions                                              (.05)                         (.49)
                                                                 ----------                     ---------

Net asset value, end of period                                   $    31.61                     $   32.56
                                                                 ==========                     =========

Total return (2)  .............................................     (2.75)%                        24.25%

Ratios/supplemental data:
 Net assets, end of period (in thousands)  ....................  $    6,758                     $   7,201
                                                                 ==========                     =========

 Ratio of expenses to average net assets ......................       1.23%                         1.20%
 Ratio of net investment income (loss) to average net assets...      (.04)%                          .02%
 Portfolio turnover rate ......................................      26.29%                        29.83%

<FN>

* Computed on an annualized basis.

(l)  The Aggressive  Growth Portfolio  commenced  investment  operations May 16,
     1990.

(2)  Assumes  reinvestment of all dividends and distributions,  and deduction of
     all fees and expenses except the $35 one-time  account start-up fee and the
     $1.50 monthly account maintenance fee.
</FN>
</TABLE>


<PAGE>












<TABLE>
<CAPTION>
    Year ended                                    Year ended                                       Period ended
  January 31, 1993                             January 31, 1992                                  January 31, 1991(1)
  ----------------                             ----------------                                  -------------------
     <C>                                          <C>                                              <C>
     $   22.77                                    $    18.35                                       $      20.00
     ---------                                    ----------                                        -----------


           .02                                           .06                                                .13

          4.44                                          4.38                                              (1.78)
     ---------                                    ----------                                        -----------
          4.46                                          4.44                                              (1.65)


          (.13)                                         (.02)                                                 -
          (.47)                                            -                                                  -
     ---------                                    ----------                                        -----------
          (.60)                                         (.02)                                                 -
     ---------                                    ----------                                        -----------

     $   26.63                                    $    22.77                                       $      18.35
     =========                                    ==========                                       ============

        19.77%                                        24.21%                                            (8.25)%*


     $   3,596                                    $    2,577                                       $      1,151
     =========                                    ==========                                       ============

         1.12%                                         1.18%                                              1.07%*
          .12%                                          .23%                                               .64%*
        25.62%                                        53.18%                                             36.88%*

</TABLE>

<PAGE>






                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.


                            Permanent Portfolio (PP)


                  (Graph ommitted, see description on page 33)






                         Versatile Bond Portfolio (VBP)


                  (Graph ommitted, see description on page 33)






                       Aggressive Growth Portfolio (AGP)


                  (Graph ommitted, see description on page 33)










                 See following page for explanation of graphs.
<PAGE>

                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.






The  tables  on the  preceding  page  compare  the  initial  account  value  and
subsequent  account values at the end of each of the most recently completed ten
fiscal years of the Permanent  Portfolio and each of the most recently completed
fiscal years since the commencement of investment  operations for the Aggressive
Growth Portfolio and the Versatile Bond Portfolio, assuming a $10,000 investment
in the Portfolio at the beginning of the first fiscal year and  reinvestment  of
all dividends and  distributions,  to a $10,000 investment over the same periods
in the  following  broad-based  securities  market  indexes:  for the  Permanent
Portfolio,  3-month Treasury bills from the weekly releases of Selected Interest
Rates from the Federal Reserve;  for the Aggressive  Growth  Portfolio,  the Dow
Jones  Industrial  Average,  which is an average of the stock prices of 30 large
companies  and  represents  an  unmanaged  portfolio;  for  the  Versatile  Bond
Portfolio,  180-day  rates on  certificates  of deposit  from the Dow Jones News
Retrieval Service.  The table below shows each Portfolio's  average annual total
returns for the periods  indicated,  assuming  reinvestment of all dividends and
distributions  and  deduction of all fees and  expenses  except the $35 one-time
account start-up fee. Past performance is not predictive of future performance.

<TABLE>
<CAPTION>

       Permanent Portfolio                   Versatile Bond Portfolio (1)               Aggressive Growth Portfolio (2)
       -------------------                   ----------------------------               -------------------------------
<C>                                     <C>                                          <C>
1 year ended 1/31/95  (4.71)%           1 year ended 1/31/95            2.67%        1 year ended 1/31/95           (2.82)%
5 years ended 1/31/95  3.95 %           3 years, 127 days ended 1/31/95 3.92%        5 years ended 1/31/95          10.43 %
10 years ended 1/31/95 5.74 %                                                        5 years, 29 days ended 1/31/95 10.26 %
- ---------------------
<FN>

(1) The Versatile Bond Portfolio commenced operations on September 27, 1991.
(2) The Aggressive Growth Portfolio commenced operations on January 2, 1990.
(3) The Treasury Bill Portfolio is not included in the data above because it is
    a money market portfolio.
</FN>
</TABLE>

<PAGE>


                   PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.







     Management's Discussion and Analysis
     Permanent Portfolio
     The Permanent Portfolio's  investment objective is to preserve and increase
     the  purchasing  power of its  shares  over the long  term.  The  Portfolio
     invests fixed target percentages of its net assets in gold,  silver,  Swiss
     franc  assets,  stocks  of real  estate  and  natural  resource  companies,
     aggressive growth stocks,  and dollar assets such as United States Treasury
     securities.  Despite the weak performance of the stock,  long-term bond and
     precious  metals markets  throughout  1994, the Portfolio  achieved a total
     return of (4.65)% for the year ended  January 31,  1995,  as compared to an
     inflation rate of 2.90% during the year then ended.

     Treasury Bill Portfolio
     The  Treasury  Bill  Portfolio's  investment  objective  is to achieve high
     current  income,  consistent  with safety and  liquidity of  principal.  It
     invests in short-term  United  States  Treasury  securities.  The Portfolio
     achieved a total  return of 3.49% and  maintained  an average  maturity  of
     between 60 and 90 days  throughout  the year ended  January 31, 1995.  This
     return was consistent  with other money market funds that invest  primarily
     in short-term United States Treasury securities.

     Versatile Bond Portfolio
     The  Versatile  Bond  Portfolio's  investment  objective is to achieve high
     current  income  while  limiting  risk  to  principal.   It  invests  in  a
     diversified  portfolio of short-term corporate bonds rated "A" or higher by
     Standard & Poor's.  The  Portfolio  achieved a total  return of 2.74% while
     maintaining an average  maturity of between 300 and 500 days throughout the
     year ended January 31, 1995.  This return was consistent  with other mutual
     funds that invest primarily in corporate bonds of similar safety, liquidity
     and maturity.

     Aggressive Growth Portfolio
     The Aggressive Growth Portfolio's  investment  objective is to achieve high
     long-term appreciation.  It is fully invested at all times in a diversified
     portfolio of domestic  stocks and stock  warrants  selected for high profit
     potential.  The  Portfolio  achieved a total return of (2.75)% for the year
     ended January 31, 1995, as compared to (.77)% for the Dow Jones  Industrial
     Average and 1.05% for the  Standard and Poor's 500 Stock Index for the year
     then ended.


<PAGE>





























































                      This page intentionally left blank.
<PAGE>








           INVESTMENT ADVISER
             World Money Managers
             Terry Coxon, General Partner
             625 Second Street
             Petaluma, California 94952

                                                                 LOGO

           CONSULTANTS TO THE FUND
             Harry Browne
             Douglas Casey

           TRANSFER AGENT
             Mutual Funds Service Company
             P.O. Box 2798
             Boston, Massachusetts 02208
             (for overnight delivery services,
             73 Tremont Street
             Boston, Massachusetts 02108)
             1-800-341-8900
             In Mass. 1-617-557-8000

           CUSTODIAN
             State Street Bank and Trust Company
             Boston, Massachusetts 02105

           INDEPENDENT AUDITORS
             KPMG Peat Marwick LLP
             Three Embarcadero Center
             San Francisco, California  94111

                                                            ANNUAL REPORT
                                                          January 31, 1995


         INVESTOR'S INFORMATION OFFICE
                 P.O. BOX 5847
               Austin, Texas 78763
            1-800-531-5142 Nationwide
              Local 1-512-453-7558

    

<PAGE>


































                                   Appendix A
<PAGE>

<TABLE>
                                    Table 1
<CAPTION>
    Date   T-Bonds     T-Bonds         T-Bonds     Agency      Agency          Agency       STHG        STHG            STHG
           Coupon-      Annual        Old Bond      Bonds       Bonds       Bonds Old      Bonds       Bonds           Bonds
        Equivalent       Yield           Price    Coupon-      Annual            Bond     Coupon      Annual        Old Bond
             Yield                             Equivalent       Yield           Price Equivalent       Yield           Price
                                                    Yield                                  Yield
- -------- ---------    --------       --------- ----------    --------       --------- ----------     -------        --------
<S>         <C>         <C>           <C>          <C>         <C>           <C>          <C>         <C>           <C>     
12/31/81    13.64%      14.10%                     13.61%      14.08%                     14.66%      15.19%
1/29/82     13.85%      14.33%         98.4880     14.37%      14.88%         95.0990     15.09%      15.66%         99.4396
2/26/82     13.81%      14.29%        100.2797     14.60%      15.13%         98.4963     15.20%      15.78%         99.8510
3/31/82     13.68%      14.14%        100.9752     14.69%      15.23%         99.3908     15.20%      15.77%        100.0096
4/30/82     13.37%      13.82%        102.2408     13.48%      13.94%        108.3184     14.76%      15.30%        100.5740
5/31/82     13.39%      13.84%         99.8484     13.37%      13.82%        100.7780     14.60%      15.14%        100.1973
6/30/82     13.88%      14.37%         96.5140     14.39%      14.91%         93.3540     15.35%      15.93%         99.0381
7/30/82     13.41%      13.85%        103.4913     13.89%      14.37%        103.3698     14.30%      14.81%        101.3696
8/31/82     12.50%      12.89%        107.0762     12.51%      12.90%        110.0373     12.73%      13.14%        102.0771
9/30/82     11.77%      12.11%        105.9954     11.80%      12.15%        105.4201     12.22%      12.59%        100.6905
10/29/82    10.97%      11.27%        106.9895     11.21%      11.52%        104.6753     10.76%      11.05%        101.9729
11/30/82    10.68%      10.97%        102.5749     11.20%      11.51%        100.0928     10.84%      11.13%         99.8929
12/31/82    10.43%      10.70%        102.3220     11.10%      11.41%        100.7527     10.38%      10.65%        100.6250
1/31/83     10.95%      11.25%         95.3908     11.42%      11.74%         97.5566     10.23%      10.49%        100.2029
2/28/83     10.49%      10.76%        104.2259     11.06%      11.36%        102.8495     10.17%      10.43%        100.0788
3/31/83     10.67%      10.96%         98.3493     11.12%      11.43%         99.5297     10.04%      10.29%        100.1774
4/29/83     10.37%      10.64%        102.7433     10.86%      11.15%        102.0921      9.66%       9.89%        100.5152
5/31/83     10.97%      11.27%         94.8001     11.33%      11.65%         96.3363     10.26%      10.52%         99.1908
6/30/83     10.99%      11.29%         99.8492     11.39%      11.72%         99.4776     10.77%      11.06%         99.3120
7/29/83     11.75%      12.09%         93.7194     12.19%      12.56%         94.0534     11.21%      11.52%         99.4024
8/31/83     11.95%      12.31%         98.3781     12.20%      12.58%         99.9142     11.59%      11.93%         99.4848
9/30/83     11.43%      11.76%        104.3780     11.69%      12.03%        103.9724     10.92%      11.21%        100.9148
10/31/83    11.79%      12.13%         97.0760     12.01%      12.37%         97.5662     10.98%      11.28%         99.9196
11/30/83    11.65%      11.99%        101.1087     11.84%      12.19%        101.2965     10.77%      11.06%        100.2728
12/30/83    11.85%      12.21%         98.3463     11.99%      12.35%         98.8889     11.32%      11.64%         99.2658
1/31/84     11.76%      12.10%        100.7857     11.84%      12.19%        101.1384     10.70%      10.99%        100.8339
2/29/84     12.15%      12.52%         96.8634     12.24%      12.61%         97.0354     11.09%      11.40%         99.4789
3/30/84     12.53%      12.92%         97.0755     12.64%      13.04%         97.1046     11.64%      11.98%         99.2647
4/30/84     12.84%      13.26%         97.6020     13.00%      13.43%         97.4215     11.97%      12.33%         99.5518
5/31/84     13.81%      14.29%         93.0929     13.97%      14.46%         93.5236     12.96%      13.38%         98.6979
6/29/84     13.63%      14.09%        101.3549     13.98%      14.46%         99.9834     13.16%      13.60%         99.7267
7/31/84     12.77%      13.18%        106.5547     13.04%      13.46%        106.6224     12.98%      13.41%        100.2376
8/31/84     12.51%      12.90%        102.0447     12.89%      13.31%        101.0210     12.90%      13.32%        100.1058
9/28/84     12.26%      12.63%        101.9579     12.43%      12.81%        103.4260     12.26%      12.63%        100.8628
10/31/84    11.62%      11.96%        105.2964     11.87%      12.22%        104.2178     11.56%      11.89%        100.9405
11/30/84    11.59%      11.92%        100.2902     11.65%      11.99%        101.6987     11.09%      11.40%        100.6227
12/31/84    11.50%      11.83%        100.7599     11.53%      11.87%        100.8873     10.50%      10.78%        100.7994
1/31/85     11.20%      11.51%        102.5863     11.24%      11.56%        102.3311     10.38%      10.65%        100.1681
2/28/85     11.89%      12.24%         94.3802     11.89%      12.25%         95.0383     10.67%      10.96%         99.6067
3/29/85     11.63%      11.97%        102.1173     11.82%      12.17%        100.5681     10.86%      11.15%         99.7473
4/30/85     11.48%      11.81%        101.2648     12.29%      12.67%         96.5398     10.65%      10.93%        100.2861
5/31/85     10.59%      10.87%        108.0550     11.42%      11.74%        106.8012     10.24%      10.50%        100.5538
6/28/85     10.46%      10.74%        101.1247     11.24%      11.55%        101.4337     10.02%      10.28%        100.2921
7/31/85     10.72%      11.00%         97.7501     11.51%      11.84%         97.8951     10.19%      10.44%         99.7822
8/30/85     10.48%      10.75%        102.1446     11.48%      11.81%        100.1996      9.86%      10.10%        100.4463
9/30/85     10.56%      10.84%         99.2741     11.62%      11.96%         98.9386      9.79%      10.03%        100.0866
10/31/85    10.28%      10.54%        102.5901     11.36%      11.69%        101.9905      9.74%       9.97%        100.0807
11/29/85     9.84%      10.08%        104.2683     10.90%      11.19%        103.7825      9.33%       9.55%        100.5534
12/31/85     9.26%       9.48%        105.7483      9.63%       9.86%        111.1317      9.02%       9.22%        100.4332
1/31/86      9.33%       9.54%         99.3855      9.68%       9.91%         99.5882      8.89%       9.08%        100.1794
2/28/86      8.27%       8.45%        111.5960      8.75%       8.94%        108.6822      8.66%       8.85%        100.3061
3/31/86      7.43%       7.57%        110.1238      7.81%       7.96%        109.4679      8.21%       8.38%        100.6274
4/30/86      7.46%       7.60%         99.6471      8.06%       8.23%         97.4738      7.99%       8.15%        100.3118
5/30/86      7.72%       7.87%         96.9063      8.58%       8.77%         95.0826      8.25%       8.42%         99.6332
6/30/86      7.24%       7.37%        105.9007      8.27%       8.44%        103.0222      7.86%       8.01%        100.5440
7/31/86      7.46%       7.60%         97.3771      8.59%       8.77%         97.0072      7.61%       7.76%        100.3422
8/29/86      7.21%       7.33%        103.1002      8.36%       8.53%        102.1940      7.76%       7.91%         99.7968
9/30/86      7.59%       7.73%         95.4710      8.77%       8.96%         96.1563      7.34%       7.48%        100.5810
10/31/86     7.61%       7.76%         99.7293      8.67%       8.86%        100.9432      7.10%       7.22%        100.3451
</TABLE>

                                   Appendix A
                                     Page 1
<PAGE>
<TABLE>
                                    Table 1
<CAPTION>
    Date   T-Bonds     T-Bonds         T-Bonds     Agency      Agency          Agency       STHG        STHG            STHG
           Coupon-      Annual        Old Bond      Bonds       Bonds       Bonds Old      Bonds       Bonds           Bonds
        Equivalent       Yield           Price    Coupon-      Annual            Bond     Coupon      Annual        Old Bond
             Yield                             Equivalent       Yield           Price Equivalent       Yield           Price
                                                    Yield                                  Yield
- -------- ---------    --------       --------- ----------    --------       --------- ----------     -------        --------
<S>         <C>         <C>           <C>          <C>         <C>           <C>          <C>         <C>           <C>     
11/28/86     7.40%       7.54%        102.5474      8.50%       8.68%        101.6236      7.05%       7.18%        100.0640
12/31/86     7.49%       7.63%         98.9564      8.37%       8.55%        101.2506      7.25%       7.38%         99.7179
1/30/87      7.48%       7.62%        100.0666      8.29%       8.46%        100.7817      7.10%       7.22%        100.2192
2/27/87      7.47%       7.61%        100.1255      8.27%       8.44%        100.2150      7.16%       7.29%         99.9138
3/31/87      7.81%       7.96%         96.1198      8.44%       8.62%         98.3230      7.46%       7.60%         99.5808
4/30/87      8.45%       8.63%         93.0407      9.14%       9.35%         93.6439      8.31%       8.48%         98.8205
5/29/87      8.64%       8.82%         98.0043      9.38%       9.60%         97.8745      8.57%       8.76%         99.6397
6/30/87      8.50%       8.68%        101.4665      9.25%       9.47%        101.1218      8.27%       8.44%        100.4202
7/31/87      8.89%       9.09%         95.9076      9.65%       9.88%         96.5486      8.35%       8.52%         99.8924
8/31/87      9.17%       9.38%         97.2095      9.87%      10.12%         98.0309      8.64%       8.82%         99.6018
9/30/87      9.77%      10.01%         94.2310     10.47%      10.74%         95.0500      9.29%       9.51%         99.1007
10/30/87     9.02%       9.22%        107.7465      9.65%       9.88%        107.2135      8.76%       8.95%        100.7365
11/30/87     9.11%       9.31%         99.0803      9.84%      10.09%         98.3064      8.76%       8.95%         99.9961
12/31/87     8.95%       9.15%        101.6556      9.64%       9.87%        101.8342      8.66%       8.84%        100.1438
1/29/88      8.41%       8.59%        105.7953      9.06%       9.27%        105.2480      8.09%       8.26%        100.7819
2/29/88      8.35%       8.52%        100.7396      8.97%       9.17%        100.8806      7.99%       8.15%        100.1400
3/31/88      8.78%       8.98%         95.3907      9.47%       9.69%         95.5634      8.19%       8.36%         99.7251
4/29/88      9.09%       9.30%         96.8608      9.78%      10.02%         97.2816      8.61%       8.79%         99.4244
5/31/88      9.29%       9.51%         97.9725     10.05%      10.30%         97.6750      8.91%       9.11%         99.5865
6/30/88      8.85%       9.05%        104.5799      9.57%       9.80%        104.2071      8.74%       8.93%        100.2293
7/29/88      9.22%       9.43%         96.2813     10.26%      10.52%         94.2503      9.02%       9.22%         99.6206
8/31/88      9.32%       9.54%         99.0211     10.25%      10.52%        100.0156      9.38%       9.60%         99.4998
9/30/88      8.98%       9.18%        103.4977      9.83%      10.07%        103.6568      9.08%       9.28%        100.4210
10/31/88     8.73%       8.92%        102.6830      9.46%       9.68%        103.3470      8.91%       9.11%        100.2296
11/30/88     9.06%       9.27%         96.5498      9.82%      10.06%         96.8502      9.41%       9.63%         99.3101
12/30/88     8.99%       9.19%        100.7340      9.69%       9.93%        101.1028      9.79%      10.03%         99.4848
1/31/89      8.83%       9.03%        101.6630      9.49%       9.72%        101.8023      9.71%       9.94%        100.1133
2/28/89      9.13%       9.34%         96.9254      9.65%       9.88%         98.6210     10.09%      10.34%         99.4842
3/31/89      9.10%       9.30%        100.3944      9.64%       9.88%        100.0236     10.48%      10.76%         99.4598
4/28/89      8.92%       9.12%        101.7912      9.41%       9.63%        102.1189     10.07%      10.33%        100.5587
5/31/89      8.60%       8.79%        103.4278      9.12%       9.33%        102.5890      9.63%       9.87%        100.6021
6/30/89      8.05%       8.21%        106.2381      8.58%       8.77%        105.1340      9.04%       9.25%        100.8134
7/31/89      7.92%       8.07%        101.5115      8.43%       8.60%        101.4964      8.67%       8.86%        100.5090
8/31/89      8.21%       8.38%         96.7600      8.58%       8.77%         98.5091      9.32%       9.54%         99.1127
9/29/89      8.24%       8.41%         99.6298      8.68%       8.86%         99.1350      9.35%       9.57%         99.9593
10/31/89     7.91%       8.07%        103.7378      8.33%       8.50%        103.3720      8.87%       9.06%        100.6658
11/30/89     7.90%       8.05%        100.2165      8.31%       8.48%        100.1388      8.71%       8.90%        100.2092
12/29/89     7.99%       8.15%         98.9240      8.44%       8.62%         98.7531      8.86%       9.05%         99.8015
1/31/90      8.46%       8.64%         94.9131      8.97%       9.17%         95.1120      9.19%       9.40%         99.5427
2/28/90      8.54%       8.72%         99.1404      9.03%       9.23%         99.5131      9.32%       9.53%         99.8288
3/30/90      8.64%       8.83%         98.9426      9.07%       9.27%         99.6378      9.39%       9.61%         99.8987
4/30/90      9.02%       9.22%         96.1069      9.47%       9.70%         96.3599      9.65%       9.88%         99.6501
5/31/90      8.58%       8.76%        104.6835      9.05%       9.26%        103.8650      9.21%       9.42%        100.5974
6/29/90      8.40%       8.57%        101.9818      8.86%       9.05%        101.8196      8.96%       9.16%        100.3442
7/31/90      8.42%       8.59%         99.7955      8.86%       9.05%        100.0147      8.70%       8.89%        100.3599
8/31/90      8.98%       9.18%         94.1903      9.87%      10.11%         91.2071      8.76%       8.95%         99.9143
9/28/90      8.94%       9.14%        100.3600      9.85%      10.09%        100.1822      8.92%       9.12%         99.7824
10/31/90     8.78%       8.97%        101.7241      9.77%      10.01%        100.7231      8.84%       9.03%        100.1155
11/30/90     8.40%       8.58%        104.1445      9.49%       9.72%        102.4382      8.68%       8.87%        100.2145
12/31/90     8.24%       8.41%        101.8195      9.47%       9.69%        100.2070      8.46%       8.64%        100.3038
1/31/91      8.20%       8.36%        100.4431      9.31%       9.52%        101.4593      8.44%       8.62%        100.0225
2/28/91      8.19%       8.36%        100.0369      9.23%       9.44%        100.7443      8.27%       8.45%        100.2347
3/29/91      8.24%       8.41%         99.4909      9.26%       9.48%         99.6669      8.11%       8.27%        100.2307
4/30/91      8.18%       8.35%        100.6179      9.24%       9.45%        100.2092      7.88%       8.03%        100.3202
5/31/91      8.26%       8.43%         99.1458      9.25%       9.46%         99.9189      7.70%       7.85%        100.2496
6/28/91      8.42%       8.60%         98.2656      9.35%       9.57%         99.1059      7.88%       8.04%         99.7466
7/31/91      8.36%       8.53%        100.6541      9.25%       9.46%        100.8802      7.72%       7.87%        100.2188
8/30/91      8.06%       8.22%        103.3743      8.98%       9.18%        102.4878      7.35%       7.49%        100.5208
9/30/91      7.81%       7.96%        102.8796      8.81%       9.00%        101.5856      7.03%       7.15%        100.4481
</TABLE>

                                   Appendix A
                                     Page 2
<PAGE>
<TABLE>
   
                                    Table 1
<CAPTION>
    Date   T-Bonds     T-Bonds         T-Bonds     Agency      Agency          Agency       STHG        STHG            STHG
           Coupon-      Annual        Old Bond      Bonds       Bonds       Bonds Old      Bonds       Bonds           Bonds
        Equivalent       Yield           Price    Coupon-      Annual            Bond     Coupon      Annual        Old Bond
             Yield                             Equivalent       Yield           Price Equivalent       Yield           Price
                                                    Yield                                  Yield
- -------- ---------    --------       --------- ----------    --------       --------- ----------     -------        --------
<S>         <C>         <C>           <C>          <C>         <C>           <C>          <C>         <C>           <C>     
10/31/91     7.90%       8.06%         98.9722      8.94%       9.14%         98.7988      6.67%       6.78%        100.5031
11/29/91     7.95%       8.11%         99.4317      8.79%       8.98%        101.4011      6.48%       6.58%        100.2717
12/31/91     7.40%       7.54%        106.5922      8.30%       8.47%        104.7428      5.98%       6.07%        100.7101
1/31/92      7.76%       7.91%         95.8335      8.50%       8.68%         98.0923      6.07%       6.16%         99.8742
2/28/92      7.83%       7.98%         99.1953      8.73%       8.92%         97.8424      6.09%       6.18%         99.9675
3/31/92      7.97%       8.13%         98.4118      8.78%       8.97%         99.4738      6.36%       6.46%         99.6195
4/30/92      8.05%       8.21%         99.0993      8.88%       9.08%         98.9570      5.95%       6.04%        100.5730
5/31/92      7.84%       7.99%        102.4119      8.58%       8.76%        103.2153      5.70%       5.79%        100.3546
6/30/92      7.79%       7.94%        100.5770      8.55%       8.73%        100.3224      5.41%       5.48%        100.4182
7/31/92      7.46%       7.60%        103.9321      8.39%       8.57%        101.7450      5.00%       5.06%        100.5898
8/31/92      7.42%       7.56%        100.4785      8.33%       8.50%        100.6580      4.76%       4.81%        100.3421
9/30/92      7.37%       7.51%        100.6011      8.23%       8.40%        101.1070      4.41%       4.46%        100.5012
10/31/92     7.63%       7.78%         96.9528      8.45%       8.63%         97.6138      5.03%       5.09%         99.1135
11/30/92     7.60%       7.74%        100.3526      8.59%       8.77%         98.5009      5.48%       5.56%         99.3561
12/31/92     7.39%       7.53%        102.5195      9.06%       9.27%         95.1759      5.25%       5.32%        100.3362
1/31/93      7.22%       7.35%        102.0741      8.81%       9.00%        102.6240      4.83%       4.89%        100.5950
2/28/93      6.89%       7.01%        104.1619      8.52%       8.70%        103.1252      4.54%       4.59%        100.4174
3/31/93      6.82%       6.94%        100.8891      8.54%       8.72%         99.7849      4.46%       4.51%        100.1134
4/30/93      6.92%       7.04%         98.7426      8.53%       8.71%        100.1077      4.35%       4.40%        100.1610
5/31/93      6.81%       6.93%        101.3986      8.54%       8.72%         99.8924      4.69%       4.74%         99.5130
6/30/93      6.63%       6.74%        102.3313      8.22%       8.39%        103.5456      4.48%       4.53%        100.3014
7/31/93      6.32%       6.42%        104.1465      8.10%       8.26%        101.3447      4.50%       4.55%         99.9727
8/31/93      6.00%       6.09%        104.4281      7.73%       7.88%        104.2947      4.33%       4.38%        100.2415
9/30/93      5.94%       6.03%        100.8356      7.66%       7.81%        100.8180      4.32%       4.36%        100.0201
10/31/93     6.21%       6.31%         96.3464      7.65%       7.80%        100.1170      4.43%       4.47%         99.8435
11/30/93     6.25%       6.35%         99.4610      8.04%       8.20%         95.6051      4.58%       4.63%         99.7835
12/31/93     6.22%       6.32%        100.4055      8.08%       8.24%         99.5509      4.53%       4.58%        100.0674
1/31/94      6.29%       6.39%         99.0607      7.88%       8.04%        102.2883      4.36%       4.40%        100.2500
2/28/94      6.68%       6.79%         95.0183      8.36%       8.53%         94.7610      4.87%       4.93%         99.2679
3/31/94      7.09%       7.22%         94.8720      8.83%       9.03%         95.0640      5.36%       5.43%         99.2984
4/29/94      7.32%       7.45%         97.2481      9.07%       9.27%         97.5673      5.88%       5.97%         99.2595
5/31/94      7.43%       7.57%         98.6520      9.21%       9.43%         98.5151      6.19%       6.28%         99.5694
6/30/94      7.62%       7.77%         97.7783      9.43%       9.65%         97.8855      6.36%       6.46%         99.7618
7/29/94      7.38%       7.52%        102.8789      9.08%       9.29%        103.5570      6.22%       6.32%        100.1891
8/31/94      7.45%       7.59%         99.1979      9.22%       9.44%         98.5361      6.34%       6.44%         99.8351
9/30/94      7.82%       7.97%         95.7421      8.21%       8.38%        111.2693      6.76%       6.88%         99.4047
10/31/94     7.96%       8.12%         98.3455      8.34%       8.51%         98.5664      6.99%       7.11%         99.6834
11/30/94     8.00%       8.16%         99.6039      8.34%       8.51%        100.0062      7.69%       7.84%         99.0217
12/30/94     7.89%       8.04%        101.2846      8.20%       8.37%        101.5408      8.02%       8.18%         99.5408
1/31/95      7.71%       7.86%        102.0481      8.06%       8.22%        101.6144      7.59%       7.74%        100.6031
</TABLE>

                                   Appendix A
                                     Page 3
    
<PAGE>

<TABLE>
                                    Table 2
<CAPTION>
    Date  T-Bill   T-Bill     T-Bill    Accep-    Accep-     Accep-        CD's     CD's        CD's        Repos      Repos
            Bank   Annual     Market    tances    tances     tances        Bank   Annual      Market         Bank     Annual
        Discount    Yield      Price      Bank    Annual     Market    Discount    Yield       Price     Discount      Yield
            Rate                      Discount     Yield      Price        Rate                              Rate
                                          Rate                                 
- -------- -------   ------    -------    ------    ------    -------      ------   ------     -------       ------     ------
<S>       <C>      <C>       <C>        <C>       <C>       <C>          <C>      <C>        <C>           <C>        <C>   
12/31/81  11.08%   12.07%    97.1992    12.40%    13.63%    96.8656      12.90%   14.22%     96.7392       11.25%     12.08%
1/29/82   12.52%   13.77%    96.8352    13.55%    15.00%    96.5749      13.95%   15.49%     96.4738       13.13%     14.24%
2/26/82   12.44%   13.67%    96.8554    13.65%    15.12%    96.5496      14.10%   15.67%     96.4358       12.50%     13.51%
3/31/82   13.26%   14.65%    96.6482    14.10%    15.67%    96.4358      14.80%   16.52%     96.2589       15.50%     17.02%
4/30/82   12.34%   13.55%    96.8807    13.75%    15.24%    96.5243      14.20%   15.79%     96.4106       12.50%     13.51%
5/31/82   11.50%   12.56%    97.0931    12.95%    14.28%    96.7265      13.40%   14.82%     96.6128       11.88%     12.80%
6/30/82   12.76%   14.05%    96.7746    14.70%    16.40%    96.2842      15.05%   16.83%     96.1957       11.88%     12.80%
7/30/82   10.17%   11.01%    97.4293    11.60%    12.68%    97.0678      12.00%   13.15%     96.9667        9.75%     10.39%
8/31/82    8.42%    9.01%    97.8716     9.90%    10.70%    97.4975      10.40%   11.28%     97.3711        8.75%      9.28%
9/30/82    7.62%    8.11%    98.0738    10.05%    10.87%    97.4596      10.50%   11.39%     97.3458       10.25%     10.95%
10/29/82   7.90%    8.43%    98.0031     8.80%     9.44%    97.7756       9.05%    9.73%     97.7124        9.13%      9.69%
11/30/82   8.28%    8.85%    97.9070     8.60%     9.22%    97.8261       8.95%    9.61%     97.7376        8.75%      9.28%
12/31/82   7.92%    8.45%    97.9980     8.55%     9.16%    97.8388       8.65%    9.27%     97.8135       12.00%     12.94%
1/31/83    8.10%    8.65%    97.9525     8.50%     9.10%    97.8514       8.65%    9.27%     97.8135        8.38%      8.86%
2/28/83    7.93%    8.46%    97.9955     8.05%     8.60%    97.9651       8.20%    8.76%     97.9272        8.25%      8.73%
3/31/83    8.64%    9.26%    97.8160     8.90%     9.56%    97.7503       9.15%    9.84%     97.6871       10.25%     10.95%
4/29/83    8.08%    8.63%    97.9576     8.25%     8.82%    97.9146       8.35%    8.93%     97.8893        8.50%      9.00%
5/31/83    8.63%    9.25%    97.8185     8.95%     9.61%    97.7376       9.05%    9.73%     97.7124        8.40%      8.89%
6/30/83    8.79%    9.43%    97.7781     9.00%     9.67%    97.7250       9.15%    9.84%     97.6871        9.38%      9.97%
7/29/83    9.22%    9.92%    97.6694     9.45%    10.18%    97.6113       9.60%   10.36%     97.5733        9.20%      9.78%
8/31/83    9.26%    9.97%    97.6593     9.55%    10.30%    97.5860       9.80%   10.58%     97.5228        9.25%      9.83%
9/30/83    8.71%    9.34%    97.7983     9.00%     9.67%    97.7250       9.25%    9.95%     97.6618        9.50%     10.11%
10/31/83   8.51%    9.11%    97.8489     9.00%     9.67%    97.7250       9.30%   10.01%     97.6492        9.13%      9.69%
11/30/83   8.88%    9.53%    97.7553     9.13%     9.81%    97.6934       9.33%   10.05%     97.6416        8.88%      9.42%
12/30/83   8.97%    9.64%    97.7326     9.45%    10.18%    97.6113       9.65%   10.41%     97.5607       10.88%     11.66%
1/31/84    8.89%    9.54%    97.7528     9.15%     9.84%    97.6871       9.37%   10.09%     97.6315        9.15%      9.72%
2/29/84    9.14%    9.83%    97.6896     9.45%    10.18%    97.6113       9.70%   10.47%     97.5481        9.00%      9.56%
3/30/84    9.72%   10.49%    97.5430    10.10%    10.93%    97.4469      10.28%   11.14%     97.4014       10.00%     10.67%
4/30/84    9.72%   10.49%    97.5430    10.32%    11.18%    97.3913      10.55%   11.45%     97.3332       10.25%     10.95%
5/31/84    9.75%   10.53%    97.5354    10.88%    11.84%    97.2498      11.45%   12.50%     97.1057       10.00%     10.67%
6/29/84    9.92%   10.72%    97.4924    11.42%    12.47%    97.1133      11.75%   12.86%     97.0299       10.15%     10.84%
7/31/84   10.40%   11.28%    97.3711    11.15%    12.15%    97.1815      11.43%   12.48%     97.1108       11.38%     12.23%
8/31/84   10.63%   11.54%    97.3130    11.24%    12.26%    97.1588      11.60%   12.68%     97.0678       11.50%     12.37%
9/28/84   10.22%   11.07%    97.4166    10.77%    11.71%    97.2776      11.23%   12.24%     97.1613       10.75%     11.52%
10/31/84   9.01%    9.68%    97.7225     9.48%    10.22%    97.6037       9.56%   10.31%     97.5834        9.80%     10.45%
11/30/84   8.44%    9.03%    97.8666     8.89%     9.54%    97.7528       8.92%    9.58%     97.7452        8.55%      9.06%
12/31/84   7.85%    8.37%    98.0157     8.20%     8.76%    97.9272       8.45%    9.05%     97.8640        8.88%      9.42%
1/31/85    8.05%    8.60%    97.9651     8.17%     8.73%    97.9348       8.30%    8.88%     97.9019        8.38%      8.86%
2/28/85    8.50%    9.10%    97.8514     8.75%     9.39%    97.7882       8.90%    9.56%     97.7503        8.50%      9.00%
3/29/85    8.18%    8.74%    97.9323     8.60%     9.22%    97.8261       8.78%    9.42%     97.7806        8.50%      9.00%
4/30/85    7.85%    8.37%    98.0157     8.15%     8.71%    97.9399       8.40%    8.99%     97.8767        8.00%      8.45%
5/31/85    7.14%    7.58%    98.1952     7.37%     7.83%    98.1370       7.43%    7.90%     98.1219        7.35%      7.74%
6/28/85    6.83%    7.24%    98.2735     7.37%     7.83%    98.1370       7.49%    7.97%     98.1067        7.55%      7.96%
7/31/85    7.28%    7.73%    98.1598     7.70%     8.20%    98.0536       7.83%    8.35%     98.0208        8.75%      9.28%
8/30/85    7.14%    7.58%    98.1952     7.67%     8.17%    98.0612       7.82%    8.34%     98.0233        7.45%      7.85%
9/30/85    7.04%    7.47%    98.2204     7.70%     8.20%    98.0536       7.84%    8.36%     98.0182        7.65%      8.07%
10/31/85   7.19%    7.63%    98.1825     7.70%     8.20%    98.0536       7.71%    8.21%     98.0511        7.70%      8.12%
11/29/85   7.16%    7.60%    98.1901     7.73%     8.24%    98.0460       7.83%    8.35%     98.0208        7.80%      8.23%
12/31/85   7.05%    7.48%    98.2179     7.55%     8.04%    98.0915       7.72%    8.23%     98.0486        7.70%      8.12%
1/31/86    6.97%    7.39%    98.2381     7.55%     8.04%    98.0915       7.69%    8.19%     98.0561        7.80%      8.23%
2/28/86    7.02%    7.45%    98.2255     7.49%     7.97%    98.1067       7.54%    8.02%     98.0941        7.65%      8.07%
3/31/86    6.34%    6.69%    98.3974     6.82%     7.22%    98.2761       7.08%    7.51%     98.2103        7.35%      7.74%
4/30/86    6.10%    6.43%    98.4581     6.43%     6.79%    98.3746       6.50%    6.87%     98.3569        6.70%      7.03%
5/30/86    6.30%    6.65%    98.4075     6.66%     7.05%    98.3165       6.80%    7.20%     98.2811        6.55%      6.87%
6/30/86    5.96%    6.28%    98.4934     6.44%     6.80%    98.3721       6.55%    6.93%     98.3443        7.38%      7.76%
7/31/86    5.79%    6.09%    98.5364     6.11%     6.44%    98.4555       6.30%    6.65%     98.4075        6.20%      6.49%
8/29/86    5.17%    5.42%    98.6931     5.31%     5.57%    98.6578       5.45%    5.72%     98.6224        5.50%      5.74%
9/30/86    5.20%    5.45%    98.6856     5.67%     5.96%    98.5668       5.82%    6.12%     98.5288        5.75%      6.00%
10/31/86   5.20%    5.45%    98.6856     5.53%     5.81%    98.6021       5.70%    5.99%     98.5592        5.65%      5.90%
11/28/86   5.39%    5.66%    98.6375     5.67%     5.96%    98.5668       5.78%    6.08%     98.5389        5.25%      5.47%
12/31/86   5.67%    5.96%    98.5668     5.95%     6.27%    98.4960       6.50%    6.87%     98.3569       17.00%     18.82%
</TABLE>

                                   Appendix A
                                     Page 1
<PAGE>
<TABLE>
                                    Table 2
<CAPTION>
    Date  T-Bill   T-Bill     T-Bill    Accep-    Accep-     Accep-        CD's     CD's        CD's        Repos      Repos
            Bank   Annual     Market    tances    tances     tances        Bank   Annual      Market         Bank     Annual
        Discount    Yield      Price      Bank    Annual     Market    Discount    Yield       Price     Discount      Yield
            Rate                      Discount     Yield      Price        Rate                              Rate
                                          Rate                                 
- -------- -------   ------    -------    ------    ------    -------      ------   ------     -------       ------     ------
<S>       <C>      <C>       <C>        <C>       <C>       <C>          <C>      <C>        <C>           <C>        <C>   
1/30/87    5.60%    5.89%    98.5844     5.85%     6.16%    98.5213       6.10%    6.43%     98.4581        5.95%      6.22%
2/27/87    5.45%    5.72%    98.6224     5.98%     6.30%    98.4884       6.15%    6.49%     98.4454        5.80%      6.06%
3/31/87    5.61%    5.90%    98.5819     6.15%     6.49%    98.4454       6.32%    6.67%     98.4024        6.00%      6.27%
4/30/87    5.53%    5.81%    98.6021     6.71%     7.10%    98.3039       6.70%    7.09%     98.3064        6.05%      6.33%
5/29/87    5.86%    6.17%    98.5187     6.96%     7.38%    98.2407       6.97%    7.39%     98.2381        6.40%      6.70%
6/30/87    5.73%    6.03%    98.5516     6.87%     7.28%    98.2634       6.95%    7.37%     98.2432        6.50%      6.81%
7/31/87    6.07%    6.40%    98.4656     6.60%     6.98%    98.3317       6.77%    7.17%     98.2887        6.45%      6.76%
8/31/87    6.25%    6.60%    98.4201     6.83%     7.24%    98.2735       7.05%    7.48%     98.2179        6.70%      7.03%
9/30/87    6.61%    6.99%    98.3291     7.72%     8.23%    98.0486       7.98%    8.52%     97.9828        7.45%      7.85%
10/30/87   5.27%    5.53%    98.6679     7.25%     7.70%    98.1674       7.55%    8.04%     98.0915        6.65%      6.98%
11/30/87   5.21%    5.46%    98.6830     7.55%     8.04%    98.0915       7.70%    8.20%     98.0536        6.75%      7.08%
12/31/87   5.68%    5.97%    98.5642     7.08%     7.51%    98.2103       7.20%    7.65%     98.1800        6.90%      7.25%
1/29/88    5.64%    5.93%    98.5743     6.77%     7.17%    98.2887       6.68%    7.07%     98.3114        6.35%      6.65%
2/29/88    5.62%    5.91%    98.5794     6.49%     6.86%    98.3595       6.57%    6.95%     98.3393        6.30%      6.60%
3/31/88    5.71%    6.00%    98.5566     6.60%     6.98%    98.3317       6.70%    7.09%     98.3064        6.50%      6.81%
4/29/88    5.98%    6.30%    98.4884     6.94%     7.36%    98.2457       7.10%    7.53%     98.2053        6.80%      7.14%
5/31/88    6.43%    6.79%    98.3746     7.42%     7.89%    98.1244       7.60%    8.09%     98.0789        6.80%      7.14%
6/30/88    6.56%    6.94%    98.3418     7.51%     7.99%    98.1016       7.75%    8.26%     98.0410        7.30%      7.68%
7/29/88    6.95%    7.37%    98.2432     7.94%     8.47%    97.9929       7.94%    8.47%     97.9929        7.56%      7.97%
8/31/88    7.30%    7.76%    98.1547     8.26%     8.83%    97.9121       8.55%    9.16%     97.8388        7.70%      8.12%
9/30/88    7.25%    7.70%    98.1674     8.19%     8.75%    97.9298       8.45%    9.05%     97.8640        8.50%      9.00%
10/31/88   7.36%    7.82%    98.1396     8.18%     8.74%    97.9323       8.45%    9.05%     97.8640        8.10%      8.56%
11/30/88   7.83%    8.35%    98.0208     8.88%     9.53%    97.7553       9.00%    9.67%     97.7250        8.20%      8.67%
12/30/88   8.10%    8.65%    97.9525     8.83%     9.48%    97.7680       9.25%    9.95%     97.6618        9.25%      9.83%
1/31/89    8.39%    8.98%    97.8792     8.96%     9.62%    97.7351       9.20%    9.90%     97.6744        8.80%      9.33%
2/28/89    8.71%    9.34%    97.7983     9.76%    10.54%    97.5329      10.13%   10.97%     97.4394        9.50%     10.11%
3/31/89    8.90%    9.56%    97.7503     9.86%    10.65%    97.5076      10.15%   10.99%     97.4343        9.50%     10.11%
4/28/89    8.41%    9.00%    97.8741     9.50%    10.24%    97.5986       9.80%   10.58%     97.5228        9.45%     10.06%
5/31/89    8.61%    9.23%    97.8236     9.25%     9.95%    97.6618       9.40%   10.13%     97.6239        9.60%     10.22%
6/30/89    7.99%    8.53%    97.9803     8.76%     9.40%    97.7857       9.10%    9.78%     97.6997        9.40%     10.00%
7/31/89    7.80%    8.31%    98.0283     8.14%     8.70%    97.9424       8.40%    8.99%     97.8767        8.55%      9.06%
8/31/89    7.89%    8.42%    98.0056     8.56%     9.17%    97.8362       8.80%    9.44%     97.7756        8.80%      9.33%
9/29/89    7.91%    8.44%    98.0005     8.75%     9.39%    97.7882       9.00%    9.67%     97.7250        9.10%      9.67%
10/31/89   7.77%    8.28%    98.0359     8.26%     8.83%    97.9121       8.49%    9.09%     97.8539        8.80%      9.33%
11/30/89   7.59%    8.08%    98.0814     8.08%     8.63%    97.9576       8.30%    8.88%     97.9019        8.55%      9.06%
12/29/89   7.55%    8.04%    98.0915     7.89%     8.42%    98.0056       8.10%    8.65%     97.9525        9.20%      9.78%
1/31/90    7.74%    8.25%    98.0435     8.00%     8.54%    97.9778       8.27%    8.84%     97.9095        8.15%      8.62%
2/28/90    7.77%    8.28%    98.0359     7.99%     8.53%    97.9803       8.25%    8.82%     97.9146        8.13%      8.59%
3/30/90    7.80%    8.31%    98.0283     8.15%     8.71%    97.9399       8.40%    8.99%     97.8767        8.05%      8.51%
4/30/90    7.79%    8.30%    98.0309     8.29%     8.87%    97.9045       8.56%    9.17%     97.8362        7.95%      8.40%
5/31/90    7.75%    8.26%    98.0410     8.03%     8.57%    97.9702       8.28%    8.85%     97.9070        8.00%      8.45%
6/29/90    7.74%    8.25%    98.0435     7.96%     8.49%    97.9879       8.25%    8.82%     97.9146        8.20%      8.67%
7/31/90    7.49%    7.97%    98.1067     7.59%     8.08%    98.0814       7.92%    8.45%     97.9980        7.93%      8.37%
8/31/90    7.39%    7.86%    98.1320     7.70%     8.20%    98.0536       8.02%    8.56%     97.9727        7.95%      8.40%
9/28/90    7.14%    7.58%    98.1952     7.92%     8.45%    97.9980       8.19%    8.75%     97.9298        8.00%      8.45%
10/31/90   7.11%    7.55%    98.2028     7.66%     8.16%    98.0637       7.96%    8.49%     97.9879        7.75%      8.18%
11/30/90   7.02%    7.45%    98.2255     7.90%     8.43%    98.0031       8.30%    8.88%     97.9019        7.55%      7.96%
12/31/90   6.44%    6.80%    98.3721     7.17%     7.61%    98.1876       7.50%    7.98%     98.1042        6.75%      7.08%
1/31/91    6.12%    6.45%    98.4530     6.71%     7.10%    98.3039       6.97%    7.39%     98.2381        7.25%      7.63%
2/28/91    6.04%    6.37%    98.4732     6.54%     6.91%    98.3468       6.75%    7.15%     98.2938        6.85%      7.19%
3/29/91    5.74%    6.04%    98.5491     6.08%     6.41%    98.4631       6.27%    6.62%     98.4151        7.50%      7.90%
4/30/91    5.51%    5.79%    98.6072     5.75%     6.05%    98.5465       5.95%    6.27%     98.4960        5.75%      6.00%
5/31/91    5.53%    5.81%    98.6021     5.85%     6.16%    98.5213       5.95%    6.27%     98.4960        5.80%      6.06%
6/28/91    5.54%    5.82%    98.5996     5.95%     6.27%    98.4960       6.07%    6.40%     98.4656        5.85%      6.11%
7/31/91    5.53%    5.81%    98.6021     5.90%     6.21%    98.5086       5.97%    6.29%     98.4909        5.90%      6.17%
8/30/91    5.33%    5.59%    98.6527     5.55%     5.83%    98.5971       5.70%    5.99%     98.5592        5.40%      5.63%
9/30/91    5.11%    5.35%    98.7083     5.40%     5.67%    98.6350       5.55%    5.83%     98.5971        6.60%      6.92%
10/31/91   4.82%    5.04%    98.7816     5.05%     5.29%    98.7235       5.20%    5.45%     98.6856        5.00%      5.20%
11/29/91   4.35%    4.53%    98.9004     4.84%     5.06%    98.7766       4.95%    5.18%     98.7488        4.82%      5.01%
12/31/91   3.86%    4.01%    99.0243     4.05%     4.21%    98.9763       4.18%    4.35%     98.9434        5.25%      5.47%
1/31/92    3.84%    3.99%    99.0293     4.01%     4.17%    98.9864       4.15%    4.32%     98.9510        5.65%      5.90%
</TABLE>

                                   Appendix A
                                     Page 2
<PAGE>
<TABLE>
                                    Table 2
<CAPTION>
   
    Date  T-Bill   T-Bill     T-Bill    Accep-    Accep-     Accep-        CD's     CD's        CD's        Repos      Repos
            Bank   Annual     Market    tances    tances     tances        Bank   Annual      Market         Bank     Annual
        Discount    Yield      Price      Bank    Annual     Market    Discount    Yield       Price     Discount      Yield
            Rate                      Discount     Yield      Price        Rate                              Rate
                                          Rate                                 
- -------- -------   ------    -------    ------    ------    -------      ------   ------     -------       ------     ------
<S>       <C>      <C>       <C>        <C>       <C>       <C>          <C>      <C>        <C>           <C>        <C>   
2/28/92    3.93%    4.09%    99.0066     4.07%     4.24%    98.9712       4.18%    4.35%     98.9434        4.05%      4.19%
3/31/92    4.05%    4.21%    98.9763     4.17%     4.34%    98.9459       4.30%    4.48%     98.9131        4.63%      4.81%
4/30/92    3.70%    3.84%    99.0647     4.00%     4.16%    98.9889       3.85%    4.00%     99.0268        3.75%      3.88%
5/31/92    3.70%    3.84%    99.0647     3.84%     3.99%    99.0293       3.95%    4.11%     99.0015        3.75%      3.88%
6/30/92    3.57%    3.70%    99.0976     3.77%     3.92%    99.0470       3.88%    4.03%     99.0192        3.70%      3.82%
7/31/92    3.18%    3.29%    99.1962     3.33%     3.45%    99.1583       3.38%    3.50%     99.1456        3.38%      3.49%
8/31/92    3.16%    3.27%    99.2012     3.30%     3.42%    99.1658       3.42%    3.54%     99.1355        3.60%      3.72%
9/30/92    2.69%    2.77%    99.3200     3.07%     3.17%    99.2240       3.15%    3.26%     99.2038        4.75%      4.93%
10/31/92   2.96%    3.06%    99.2518     3.33%     3.45%    99.1583       3.42%    3.54%     99.1355        3.05%      3.14%
11/30/92   3.27%    3.39%    99.1734     3.70%     3.84%    99.0647       3.85%    4.00%     99.0268        3.60%      3.72%
12/31/92   3.08%    3.18%    99.2214     3.31%     3.43%    99.1633       3.35%    3.47%     99.1532        3.50%      3.61%
1/31/93    2.90%    3.00%    99.2669     3.09%     3.20%    99.2189       3.12%    3.23%     99.2113        3.05%      3.14%
2/28/93    2.95%    3.05%    99.2543     3.09%     3.20%    99.2189       3.13%    3.24%     99.2088        3.25%      3.35%
3/31/93    2.89%    2.98%    99.2695     3.10%     3.21%    99.2164       3.12%    3.23%     99.2113        4.00%      4.14%
4/30/93    2.91%    3.01%    99.2644     3.04%     3.14%    99.2316       3.08%    3.18%     99.2214        3.00%      3.09%
5/31/93    3.06%    3.16%    99.2265     3.16%     3.27%    99.2012       3.22%    3.33%     99.1861        3.10%      3.19%
6/30/93    3.03%    3.13%    99.2341     3.14%     3.25%    99.2063       3.19%    3.30%     99.1936        3.80%      3.93%
7/31/93    3.03%    3.13%    99.2341     3.11%     3.22%    99.2139       3.15%    3.26%     99.2038        2.95%      3.04%
8/31/93    3.01%    3.11%    99.2391     3.09%     3.20%    99.2189       3.14%    3.25%     99.2063        3.20%      3.30%
9/30/93    2.92%    3.02%    99.2619     3.10%     3.21%    99.2164       3.25%    3.36%     99.1785        3.40%      3.51%
10/31/93   3.03%    3.13%    99.2341     3.25%     3.36%    99.1785       3.30%    3.42%     99.1658        3.00%      3.09%
11/30/93   3.14%    3.25%    99.2063     3.31%     3.43%    99.1633       3.35%    3.47%     99.1532        3.05%      3.14%
12/31/93   3.01%    3.11%    99.2391     3.19%     3.30%    99.1936       3.24%    3.35%     99.1810        3.20%      3.30%
1/31/94    2.96%    3.06%    99.2518     3.08%     3.18%    99.2214       3.13%    3.24%     99.2088        3.16%      3.26%
2/28/94    3.36%    3.48%    99.1507     3.55%     3.68%    99.1026       3.65%    3.79%     99.0774        3.50%      3.61%
3/31/94    3.48%    3.61%    99.1203     3.80%     3.95%    99.0394       3.83%    3.98%     99.0319        3.63%      3.75%
4/29/94    3.87%    4.02%    99.0218     4.15%     4.32%    98.9510       4.20%    4.37%     98.9383        3.55%      3.67%
5/31/94    4.16%    4.33%    98.9484     4.45%     4.64%    98.8751       4.52%    4.72%     98.8574        4.50%      4.67%
6/30/94    4.15%    4.32%    98.9510     4.69%     4.90%    98.8145       4.73%    4.94%     98.8044        5.25%      5.47%
7/29/94    4.27%    4.45%    98.9206     4.58%     4.78%    98.8423       4.67%    4.88%     98.8195        4.23%      4.38%
8/31/94    4.56%    4.76%    98.8473     4.82%     5.04%    98.7816       4.89%    5.12%     98.7639        4.78%      4.97%
9/30/94    4.67%    4.88%    98.8195     5.30%     5.56%    98.6603       5.41%    5.68%     98.6325        5.00%      5.20%
10/31/94   5.03%    5.27%    98.7285     5.45%     5.72%    98.6224       5.54%    5.82%     98.5996        4.71%      4.89%
11/30/94   5.56%    5.84%    98.5946     6.02%     6.34%    98.4783       6.12%    6.45%     98.4530        5.60%      5.84%
12/30/94   5.53%    5.81%    98.6021     6.25%     6.60%    98.4201       6.39%    6.75%     98.3848        5.78%      6.04%
1/31/95    5.83%    6.14%    98.5263     6.10%     6.43%    98.4581       6.23%    6.57%     98.4252        5.88%      6.14%
</TABLE>

                                   Appendix A
                                     Page 3
    
<PAGE>




































































                                   Appendix B

<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Jan 2, 1990     2,810.20    Mar 28, 1990    2,743.70    Jun 25, 1990     2845.05
Jan 3, 1990     2,809.72    Mar 29, 1990    2,727.70    Jun 26, 1990     2842.33
Jan 4, 1990     2,796.08    Mar 30, 1990    2,707.20    Jun 27, 1990     2862.13
Jan 5, 1990     2,773.26    Apr 2, 1990     2,700.46    Jun 28, 1990     2878.71
Jan 8, 1990     2,794.38    Apr 3, 1990     2,736.72    Jun 29, 1990     2880.69
Jan 9, 1990     2,766.00    Apr 4, 1990     2,719.38    Jul 2, 1990      2899.26
Jan 10, 1990    2,750.64    Apr 5, 1990     2,721.18    Jul 3, 1990      2911.63
Jan 11, 1990    2,760.66    Apr 6, 1990     2,717.12    Jul 5, 1990      2879.21
Jan 12, 1990    2,689.20    Apr 9, 1990     2,722.08    Jul 6, 1990      2904.95
Jan 15, 1990    2,669.36    Apr 10, 1990    2,731.08    Jul 9, 1990      2914.11
Jan 16, 1990    2,692.62    Apr 11, 1990    2,729.74    Jul 10, 1990     2890.84
Jan 17, 1990    2,659.14    Apr 12, 1990    2,751.80    Jul 11, 1990     2932.67
Jan 18, 1990    2,666.38    Apr 16, 1990    2,763.06    Jul 12, 1990     2969.80
Jan 19, 1990    2,677.90    Apr 17, 1990    2,765.78    Jul 13, 1990     2980.20
Jan 22, 1990    2,600.46    Apr 18, 1990    2,732.88    Jul 16, 1990     2999.75
Jan 23, 1990    2,615.32    Apr 19, 1990    2,711.94    Jul 17, 1990     2999.75
Jan 24, 1990    2,604.50    Apr 20, 1990    2,695.94    Jul 18, 1990     2981.68
Jan 25, 1990    2,561.00    Apr 24, 1990    2,654.50    Jul 19, 1990     2993.81
Jan 26, 1990    2,559.24    Apr 25, 1990    2,666.44    Jul 20, 1990     2961.14
Jan 29, 1990    2,553.38    Apr 26, 1990    2,676.58    Jul 23, 1990     2904.70
Jan 30, 1990    2,543.24    Apr 27, 1990    2,645.06    Jul 24, 1990     2922.52
Jan 31, 1990    2,590.54    Apr 30, 1990    2,656.80    Jul 25, 1990     2930.94
Feb 1, 1990     2,586.26    May 1, 1990     2,668.92    Jul 26, 1990     2920.79
Feb 2, 1990     2,602.70    May 2, 1990     2,689.64    Jul 27, 1990     2898.51
Feb 5, 1990     2,622.52    May 3, 1990     2,696.18    Jul 30, 1990     2917.33
Feb 6, 1990     2,606.30    May 4, 1990     2,710.36    Jul 31, 1990     2905.20
Feb 7, 1990     2,640.10    May 7, 1990     2,721.62    Aug 1, 1990      2899.25
Feb 8, 1990     2,644.36    May 8, 1990     2,733.56    Aug 2, 1990      2864.60
Feb 9, 1990     2,648.20    May 9, 1990     2,732.88    Aug 3, 1990      2809.65
Feb 12, 1990    2,619.14    May 10, 1990    2,738.52    Aug 6, 1990      2716.34
Feb 13, 1990    2,624.10    May 11, 1990    2,801.58    Aug 7, 1990      2710.64
Feb 14, 1990    2,624.32    May 14, 1990    2,821.54    Aug 8, 1990      2734.90
Feb 15, 1990    2,649.54    May 15, 1990    2,822.46    Aug 9, 1990      2758.91
Feb 16, 1990    2,635.58    May 16, 1990    2,819.68    Aug 10, 1990     2716.58
Feb 20, 1990    2,596.84    May 17, 1990    2,831.72    Aug 13, 1990     2746.78
Feb 21, 1990    2,583.56    May 18, 1990    2,819.92    Aug 14, 1990     2747.77
Feb 22, 1990    2,574.78    May 21, 1990    2,844.68    Aug 15, 1990     2748.27
Feb 23, 1990    2,564.18    May 22, 1990    2,852.24    Aug 16, 1990    2,681.44
Feb 26, 1990    2,602.48    May 23, 1990    2,856.26    Aug 17, 1990    2,644.80
Feb 27, 1990    2,617.12    May 24, 1990    2,855.56    Aug 20, 1990    2,656.44
Feb 28, 1990    2,627.26    May 25, 1990    2,820.92    Aug 21, 1990    2,603.96
Mar 1, 1990     2,635.58    May 29, 1990    2,870.50    Aug 22, 1990    2,560.15
Mar 2, 1990     2,660.36    May 30, 1990    2,878.56    Aug 23, 1990    2,483.42
Mar 5, 1990     2,649.54    May 31, 1990    2,876.66    Aug 24, 1990    2,532.92
Mar 6, 1990     2,676.80    Jun 1, 1990     2,900.98    Aug 27, 1990    2,611.63
Mar 7, 1990     2,669.60    Jun 4, 1990      2935.19    Aug 28, 1990    2,614.85
Mar 8, 1990     2,696.18    Jun 5, 1990      2925.00    Aug 29, 1990    2,632.43
Mar 9, 1990     2,683.34    Jun 6, 1990      2911.65    Aug 30, 1990    2,593.32
Mar 12, 1990    2,686.72    Jun 7, 1990      2897.33    Aug 31, 1990    2,614.36
Mar 13, 1990    2,674.54    Jun 8, 1990      2862.38    Sep 4, 1990     2,613.37
Mar 14, 1990    2,687.84    Jun 11, 1990     2892.57    Sep 5, 1990     2,628.22
Mar 15, 1990    2,695.72    Jun 12, 1990     2933.42    Sep 6, 1990     2,596.29
Mar 16, 1990    2,741.22    Jun 13, 1990     2929.95    Sep 7, 1990     2,619.55
Mar 19, 1990    2,755.64    Jun 14, 1990     2928.22    Sep 10, 1990    2,615.59
Mar 20, 1990    2,738.74    Jun 15, 1990     2935.89    Sep 11, 1990    2,612.62
Mar 21, 1990    2,727.92    Jun 18, 1990     2882.18    Sep 12, 1990    2,625.74
Mar 22, 1990    2,695.72    Jun 19, 1990     2893.56    Sep 13, 1990    2,582.67
Mar 23, 1990    2,704.28    Jun 20, 1990     2895.30    Sep 14, 1990    2,564.11
Mar 26, 1990    2,707.66    Jun 21, 1990     2901.73    Sep 17, 1990    2,567.33
Mar 27, 1990    2,736.94    Jun 22, 1990     2857.18    Sep 18, 1990    2,571.29


                                   Appendix B
                                     page 1
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Sep 19, 1990    2,557.43    Dec 13, 1990    2,614.36    Mar 13, 1991    2,955.20
Sep 20, 1990    2,518.32    Dec 14, 1990    2,593.81    Mar 14, 1991    2,952.23
Sep 21, 1990    2,512.38    Dec 17, 1990    2,593.32    Mar 15, 1991    2,948.27
Sep 24, 1990    2,452.97    Dec 18, 1990    2,626.73    Mar 18, 1991    2,929.95
Sep 25, 1990    2,485.64    Dec 19, 1990    2,626.73    Mar 19, 1991    2,867.82
Sep 26, 1990    2,459.65    Dec 20, 1990    2,629.46    Mar 20, 1991    2,872.03
Sep 27, 1990    2,427.48    Dec 21, 1990    2,633.66    Mar 21, 1991    2,855.45
Sep 28, 1990    2,452.48    Dec 24, 1990    2,621.29    Mar 22, 1991    2,858.91
Oct 1, 1990     2,515.84    Dec 26, 1990    2,637.13    Mar 25, 1991    2,865.84
Oct 2, 1990     2,505.20    Dec 27, 1990    2,625.50    Mar 26, 1991    2,914.85
Oct 3, 1990     2,489.36    Dec 28, 1990    2,629.21    Mar 27, 1991    2,917.57
Oct 4, 1990     2,516.83    Dec 31, 1990    2,633.66    Mar 28, 1991    2,913.86
Oct 5, 1990     2,510.64    Jan 2, 1991     2,610.64    Apr 1, 1991     2,881.19
Oct 8, 1990     2,523.76    Jan 3, 1991     2,573.51    Apr 2, 1991     2,945.05
Oct 9, 1990     2,445.54    Jan 4, 1991     2,566.09    Apr 3, 1991     2,926.73
Oct 10, 1990    2,407.92    Jan 7, 1991     2,522.77    Apr 4, 1991     2,924.50
Oct 11, 1990    2,365.10    Jan 8, 1991     2,509.41    Apr 5, 1991     2,896.78
Oct 12, 1990    2,398.02    Jan 9, 1991     2,470.30    Apr 8, 1991     2,918.56
Oct 15, 1990    2,416.34    Jan 10, 1991    2,498.76    Apr 9, 1991     2,873.02
Oct 16, 1990    2,381.19    Jan 11, 1991    2,501.49    Apr 10, 1991    2,874.50
Oct 17, 1990    2,387.87    Jan 14, 1991    2,483.91    Apr 11, 1991    2,905.45
Oct 18, 1990    2,452.72    Jan 15, 1991    2,490.59    Apr 12, 1991    2,920.79
Oct 19, 1990    2,520.79    Jan 16, 1991    2,508.91    Apr 15, 1991    2,933.17
Oct 22, 1990    2,516.09    Jan 17, 1991    2,623.51    Apr 16, 1991    2,986.88
Oct 23, 1990    2,494.06    Jan 18, 1991    2,646.78    Apr 17, 1991    3,004.46
Oct 24, 1990    2,504.21    Jan 22, 1991    2,603.22    Apr 18, 1991    2,999.26
Oct 25, 1990    2,484.16    Jan 23, 1991    2,619.06    Apr 19, 1991    2,965.59
Oct 26, 1990    2,436.14    Jan 24, 1991    2,643.07    Apr 22, 1991    2,927.72
Oct 29, 1990    2,430.20    Jan 25, 1991    2,659.41    Apr 23, 1991    2,930.45
Oct 30, 1990    2,448.02    Jan 28, 1991    2,654.46    Apr 24, 1991    2,949.50
Oct 31, 1990    2,442.33    Jan 29, 1991    2,662.62    Apr 25, 1991    2,921.04
Nov 1, 1990     2,454.95    Jan 30, 1991    2,713.12    Apr 26, 1991    2,912.38
Nov 2, 1990     2,490.84    Jan 31, 1991    2,736.39    Apr 29, 1991    2,876.98
Nov 5, 1990     2,502.23    Feb 1, 1991     2,730.69    Apr 30, 1991    2,887.87
Nov 6, 1990     2,485.15    Feb 4, 1991     2,772.28    May 1, 1991     2,930.20
Nov 7, 1990     2,441.09    Feb 5, 1991     2,788.37    May 2, 1991     2,938.61
Nov 8, 1990     2,443.81    Feb 6, 1991     2,830.94    May 3, 1991     2,938.86
Nov 9, 1990     2,488.61    Feb 7, 1991     2,810.64    May 6, 1991     2,941.64
Nov 12, 1990    2,540.35    Feb 8, 1991     2,830.69    May 7, 1991     2,917.49
Nov 13, 1990    2,535.40    Feb 11, 1991    2,902.23    May 8, 1991     2,930.90
Nov 14, 1990    2,559.65    Feb 12, 1991    2,874.75    May 9, 1991     2,971.15
Nov 15, 1990    2,545.05    Feb 13, 1991    2,909.16    May 10, 1991    2,920.17
Nov 16, 1990    2,550.25    Feb 14, 1991    2,877.23    May 13, 1991    2,924.42
Nov 19, 1990    2,565.35    Feb 15, 1991    2,934.65    May 14, 1991    2,886.85
Nov 20, 1990    2,530.20    Feb 19, 1991    2,932.18    May 15, 1991    2,865.38
Nov 21, 1990    2,539.36    Feb 20, 1991    2,899.01    May 16, 1991    2,894.01
Nov 23, 1990    2,527.23    Feb 21, 1991    2,891.83    May 17, 1991    2,886.63
Nov 26, 1990    2,533.17    Feb 22, 1991    2,889.36    May 20, 1991    2,892.22
Nov 27, 1990    2,543.81    Feb 25, 1991    2,887.87    May 21, 1991    2,906.08
Nov 28, 1990    2,535.15    Feb 26, 1991    2,864.60    May 22, 1991    2,910.33
Nov 29, 1990    2,518.81    Feb 27, 1991    2,889.11    May 23, 1991    2,900.04
Nov 30, 1990    2,559.65    Feb 28, 1991    2,882.18    May 24, 1991    2,913.91
Dec 3, 1990     2,565.59    Mar 1, 1991     2,909.90    May 28, 1991    2,958.86
Dec 4, 1990     2,579.70    Mar 4, 1991     2,914.11    May 29, 1991    2,969.59
Dec 5, 1990     2,610.40    Mar 5, 1991     2,972.52    May 30, 1991    3,000.45
Dec 6, 1990     2,602.48    Mar 6, 1991     2,973.27    May 31, 1991    3,027.50
Dec 7, 1990     2,590.10    Mar 7, 1991     2,963.37    Jun 3, 1991     3,035.33
Dec 10, 1990    2,596.78    Mar 8, 1991     2,955.20    Jun 4, 1991     3,027.95
Dec 11, 1990    2,586.14    Mar 11, 1991    2,939.36    Jun 5, 1991     3,005.37
Dec 12, 1990    2,622.28    Mar 12, 1991    2,922.52    Jun 6, 1991     2,994.86


                                   Appendix B
                                     page 2
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Jun 7, 1991     2,976.74    Sep 3, 1991     3,017.67    Nov 26, 1991    2,916.14
Jun 10, 1991    2,975.40    Sep 4, 1991     3,008.50    Nov 27, 1991    2,900.04
Jun 11, 1991    2,985.91    Sep 5, 1991     3,008.50    Nov 29, 1991    2,894.68
Jun 12, 1991    2,961.99    Sep 6, 1991     3,011.63    Dec 2, 1991     2,935.38
Jun 13, 1991    2,965.12    Sep 9, 1991     3,007.16    Dec 3, 1991     2,929.56
Jun 14, 1991    3,000.45    Sep 10, 1991    2,982.56    Dec 4, 1991     2,911.67
Jun 17, 1991    2,993.96    Sep 11, 1991    2,987.03    Dec 5, 1991     2,889.09
Jun 18, 1991    2,986.81    Sep 12, 1991    3,007.83    Dec 6, 1991     2,886.40
Jun 19, 1991    2,955.50    Sep 13, 1991    2,985.69    Dec 9, 1991     2,871.65
Jun 20, 1991    2,953.94    Sep 16, 1991    3,015.21    Dec 10, 1991    2,863.82
Jun 21, 1991    2,965.56    Sep 17, 1991    3,013.19    Dec 11, 1991    2,865.38
Jun 24, 1991    2,913.01    Sep 18, 1991    3,017.89    Dec 12, 1991    2,895.13
Jun 25, 1991    2,910.11    Sep 19, 1991    3,024.37    Dec 13, 1991    2,914.36
Jun 26, 1991    2,913.01    Sep 20, 1991    3,019.23    Dec 16, 1991    2,919.05
Jun 27, 1991    2,934.93    Sep 23, 1991    3,010.51    Dec 17, 1991    2,902.28
Jun 28, 1991    2,906.75    Sep 24, 1991    3,029.07    Dec 18, 1991    2,908.09
Jul 1, 1991     2,958.41    Sep 25, 1991    3,021.02    Dec 19, 1991    2,914.36
Jul 2, 1991     2,972.72    Sep 26, 1991    3,017.22    Dec 20, 1991    2,934.48
Jul 3, 1991     2,934.71    Sep 27, 1991    3,006.04    Dec 23, 1991    3,022.58
Jul 5, 1991     2,932.47    Sep 30, 1991    3,016.77    Dec 24, 1991    3,050.98
Jul 8, 1991     2,961.99    Oct 1, 1991     3,018.34    Dec 26, 1991    3,082.96
Jul 9, 1991     2,947.23    Oct 2, 1991     3,012.52    Dec 27, 1991    3,101.52
Jul 10, 1991    2,944.77    Oct 3, 1991     2,984.79    Dec 30, 1991    3,163.91
Jul 11, 1991    2,959.75    Oct 4, 1991     2,961.76    Dec 31, 1991    3,168.83
Jul 12, 1991    2,980.77    Oct 7, 1991     2,942.75    Jan 2, 1992     3,172.41
Jul 15, 1991    2,990.61    Oct 8, 1991     2,963.77    Jan 3, 1992     3,201.48
Jul 16, 1991     2983.90    Oct 9, 1991     2,946.33    Jan 6, 1992     3,200.13
Jul 17, 1991     2978.76    Oct 10, 1991    2,976.52    Jan 7, 1992     3,204.83
Jul 18, 1991     3016.32    Oct 11, 1991    2,983.68    Jan 8, 1992     3,203.94
Jul 19, 1991     3016.32    Oct 14, 1991    3,019.45    Jan 9, 1992     3,209.53
Jul 22, 1991     3012.97    Oct 15, 1991    3,041.37    Jan 10, 1992    3,199.46
Jul 23, 1991     2983.23    Oct 16, 1991    3,061.72    Jan 13, 1992    3,185.60
Jul 24, 1991     2966.23    Oct 17, 1991    3,053.00    Jan 14, 1992    3,246.20
Jul 25, 1991     2980.10    Oct 18, 1991    3,077.15    Jan 15, 1992    3,258.50
Jul 26, 1991     2972.50    Oct 21, 1991    3,060.38    Jan 16, 1992    3,249.55
Jul 29, 1991     2985.24    Oct 22, 1991    3,039.80    Jan 17, 1992    3,264.98
Jul 30, 1991     3016.32    Oct 23, 1991    3,040.92    Jan 20, 1992    3,254.03
Jul 31, 1991     3024.82    Oct 24, 1991    3,016.32    Jan 21, 1992    3,223.39
Aug 1, 1991      3017.67    Oct 25, 1991    3,004.92    Jan 22, 1992    3,255.81
Aug 2, 1991      3006.26    Oct 28, 1991    3,045.62    Jan 23, 1992    3,226.74
Aug 5, 1991     2,989.04    Oct 29, 1991    3,061.94    Jan 27, 1992    3,240.61
Aug 6, 1991     3,027.28    Oct 30, 1991    3,071.78    Jan 28, 1992    3,272.14
Aug 7, 1991     3,026.61    Oct 31, 1991    3,069.10    Jan 29, 1992    3,224.96
Aug 8, 1991     3,013.86    Nov 1, 1991     3,056.35    Jan 30, 1992    3,244.86
Aug 9, 1991     2,996.20    Nov 4, 1991     3,045.62    Jan 31, 1992    3,223.39
Aug 12, 1991    3,001.34    Nov 5, 1991     3,031.31    Feb 3, 1992     3,234.12
Aug 13, 1991    3,008.72    Nov 6, 1991     3,038.46    Feb 4, 1992     3,272.81
Aug 14, 1991    3,005.37    Nov 7, 1991     3,054.11    Feb 5, 1992     3,257.60
Aug 15, 1991    2,998.43    Nov 8, 1991     3,045.62    Feb 6, 1992     3,255.59
Aug 16, 1991    2,968.02    Nov 11, 1991    3,042.26    Feb 7, 1992     3,225.40
Aug 19, 1991    2,898.03    Nov 12, 1991    3,054.11    Feb 10, 1992    3,245.08
Aug 20, 1991    2,913.69    Nov 13, 1991    3,065.30    Feb 11, 1992    3,251.57
Aug 21, 1991    3,001.79    Nov 14, 1991    3,063.51    Feb 12, 1992    3,276.83
Aug 22, 1991    3,007.38    Nov 15, 1991    2,943.20    Feb 13, 1992    3,246.65
Aug 23, 1991    3,040.25    Nov 18, 1991    2,972.72    Feb 14, 1992    3,245.97
Aug 26, 1991    3,039.36    Nov 19, 1991    2,931.57    Feb 18, 1992    3,224.73
Aug 27, 1991    3,026.16    Nov 20, 1991    2,930.01    Feb 19, 1992    3,230.32
Aug 28, 1991    3,055.23    Nov 21, 1991    2,932.69    Feb 20, 1992    3,280.64
Aug 29, 1991    3,049.64    Nov 22, 1991    2,902.73    Feb 21, 1992    3,280.19
Aug 30, 1991    3,043.60    Nov 25, 1991    2,902.06    Feb 24, 1992    3,282.42


                                   Appendix B
                                     page 3
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Feb 25, 1992    3,257.83    May 20, 1992    3,393.84    Aug 14, 1992    3,328.94
Feb 26, 1992    3,283.32    May 21, 1992    3,378.71    Aug 17, 1992    3,324.89
Feb 27, 1992    3,269.45    May 22, 1992    3,386.77    Aug 18, 1992    3,329.48
Feb 28, 1992    3,267.67    May 26, 1992    3,364.21    Aug 19, 1992    3,307.06
Mar 2, 1992     3,275.27    May 27, 1992    3,370.44    Aug 20, 1992    3,304.89
Mar 3, 1992     3,290.25    May 28, 1992    3,398.43    Aug 21, 1992    3,254.10
Mar 4, 1992     3,268.56    May 29, 1992    3,396.88    Aug 24, 1992    3,228.17
Mar 5, 1992     3,241.50    Jun 1, 1992     3,413.21    Aug 25, 1992    3,232.22
Mar 6, 1992     3,221.60    Jun 2, 1992     3,396.10    Aug 26, 1992    3,246.81
Mar 9, 1992     3,215.12    Jun 3, 1992     3,406.99    Aug 27, 1992    3,254.64
Mar 10, 1992    3,230.99    Jun 4, 1992     3,399.73    Aug 28, 1992    3,267.61
Mar 11, 1992    3,208.63    Jun 5, 1992     3,398.69    Aug 31, 1992    3,257.35
Mar 12, 1992    3,208.63    Jun 8, 1992     3,404.14    Sep 1, 1992     3,266.26
Mar 13, 1992    3,235.91    Jun 9, 1992     3,369.92    Sep 2, 1992     3,290.31
Mar 16, 1992    3,236.36    Jun 10, 1992    3,343.22    Sep 3, 1992     3,292.20
Mar 17, 1992    3,256.04    Jun 11, 1992    3,351.51    Sep 4, 1992     3,281.93
Mar 18, 1992    3,254.25    Jun 12, 1992    3,354.36    Sep 8, 1992     3,260.59
Mar 19, 1992    3,261.40    Jun 15, 1992    3,354.90    Sep 9, 1992     3,271.39
Mar 20, 1992    3,276.39    Jun 16, 1992    3,329.49    Sep 10, 1992    3,305.16
Mar 23, 1992    3,272.14    Jun 17, 1992    3,287.76    Sep 11, 1992    3,305.70
Mar 24, 1992    3,260.96    Jun 18, 1992    3,274.12    Sep 14, 1992    3,376.22
Mar 25, 1992    3,259.39    Jun 19, 1992    3,285.35    Sep 15, 1992    3,327.32
Mar 26, 1992    3,267.67    Jun 22, 1992    3,280.80    Sep 16, 1992    3,319.21
Mar 27, 1992    3,231.44    Jun 23, 1992    3,285.62    Sep 17, 1992    3,315.70
Mar 30, 1992    3,235.24    Jun 24, 1992    3,290.70    Sep 18, 1992    3,327.05
Mar 31, 1992    3,235.47    Jun 25, 1992    3,284.01    Sep 21, 1992    3,320.83
Apr 1, 1992     3,249.33    Jun 26, 1992    3,282.41    Sep 22, 1992    3,280.85
Apr 2, 1992     3,234.12    Jun 29, 1992    3,319.86    Sep 23, 1992    3,278.69
Apr 3, 1992     3,249.11    Jun 30, 1992    3,318.52    Sep 24, 1992    3,287.87
Apr 6, 1992     3,275.49    Jul 1, 1992     3,354.10    Sep 25, 1992    3,250.32
Apr 7, 1992     3,213.55    Jul 2, 1992     3,330.29    Sep 28, 1992    3,276.26
Apr 8, 1992     3,181.35    Jul 6, 1992     3,339.21    Sep 29, 1992    3,266.80
Apr 9, 1992     3,224.96    Jul 7, 1992     3,295.17    Sep 30, 1992    3,271.66
Apr 10, 1992    3,255.37    Jul 8, 1992     3,293.28    Oct 1, 1992     3,254.37
Apr 13, 1992    3,260.06    Jul 9, 1992     3,324.08    Oct 2, 1992     3,200.61
Apr 14, 1992    3,306.13    Jul 10, 1992    3,330.56    Oct 5, 1992     3,179.00
Apr 15, 1992    3,353.76    Jul 13, 1992    3,337.31    Oct 6, 1992     3,178.19
Apr 16, 1992    3,366.50    Jul 14, 1992    3,358.39    Oct 7, 1992     3,152.25
Apr 20, 1992    3,336.31    Jul 15, 1992    3,345.42    Oct 8, 1992     3,176.03
Apr 21, 1992    3,343.25    Jul 16, 1992    3,361.63    Oct 9, 1992     3,136.58
Apr 22, 1992    3,338.77    Jul 17, 1992    3,331.64    Oct 12, 1992    3,174.41
Apr 23, 1992    3,348.61    Jul 20, 1992    3,303.00    Oct 13, 1992    3,201.42
Apr 24, 1992    3,324.46    Jul 21, 1992    3,308.41    Oct 14, 1992    3,195.48
Apr 27, 1992    3,304.56    Jul 22, 1992    3,277.61    Oct 15, 1992    3,174.68
Apr 28, 1992    3,307.92    Jul 23, 1992    3,290.04    Oct 16, 1992    3,174.41
Apr 29, 1992    3,333.18    Jul 24, 1992    3,285.71    Oct 19, 1992    3,188.45
Apr 30, 1992    3,359.12    Jul 27, 1992    3,282.20    Oct 20, 1992    3,186.02
May 1, 1992     3,336.09    Jul 28, 1992    3,334.07    Oct 21, 1992    3,187.10
May 4, 1992     3,378.13    Jul 29, 1992    3,379.19    Oct 22, 1992    3,200.88
May 5, 1992     3,359.35    Jul 30, 1992    3,391.89    Oct 23, 1992    3,207.64
May 6, 1992     3,369.41    Jul 31, 1992    3,393.78    Oct 26, 1992    3,244.11
May 7, 1992     3,363.37    Aug 3, 1992     3,395.40    Oct 27, 1992    3,235.73
May 8, 1992     3,369.41    Aug 4, 1992     3,384.32    Oct 28, 1992    3,251.40
May 11, 1992    3,397.58    Aug 5, 1992     3,365.14    Oct 29, 1992    3,246.27
May 12, 1992    3,385.12    Aug 6, 1992     3,340.56    Oct 30, 1992    3,226.28
May 13, 1992    3,391.98    Aug 7, 1992     3,332.18    Nov 2, 1992     3,262.21
May 14, 1992    3,368.88    Aug 10, 1992    3,337.58    Nov 3, 1992     3,252.48
May 15, 1992    3,353.09    Aug 11, 1992    3,331.10    Nov 4, 1992     3,223.04
May 18, 1992    3,376.03    Aug 12, 1992    3,320.83    Nov 5, 1992     3,243.84
May 19, 1992    3,397.99    Aug 13, 1992    3,313.27    Nov 6, 1992     3,240.06


                                   Appendix B
                                     page 4
<PAGE>
   
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Nov 9, 1992     3,240.87    Feb 4, 1993     3,416.74    May 3, 1993     3,446.46
Nov 10, 1992    3,225.47    Feb 5, 1993     3,442.14    May 4, 1993     3,446.19
Nov 11, 1992    3,240.33    Feb 8, 1993     3,437.54    May 5, 1993     3,449.10
Nov 12, 1992    3,239.79    Feb 9, 1993     3,414.58    May 6, 1993     3,441.90
Nov 13, 1992    3,233.03    Feb 10, 1993    3,412.42    May 7, 1993     3,437.19
Nov 16, 1992    3,205.74    Feb 11, 1993    3,422.69    May 10, 1993    3,443.28
Nov 17, 1992    3,193.32    Feb 12, 1993    3,392.43    May 11, 1993    3,468.75
Nov 18, 1992    3,207.37    Feb 16, 1993    3,309.49    May 12, 1993    3,482.31
Nov 19, 1992    3,209.53    Feb 17, 1993    3,312.19    May 13, 1993    3,447.99
Nov 20, 1992    3,227.36    Feb 18, 1993    3,302.19    May 14, 1993    3,443.01
Nov 23, 1992    3,223.04    Feb 19, 1993    3,322.18    May 17, 1993    3,449.93
Nov 24, 1992    3,248.70    Feb 22, 1993    3,342.99    May 18, 1993    3,444.39
Nov 25, 1992    3,266.26    Feb 23, 1993    3,323.27    May 19, 1993    3,500.03
Nov 27, 1992    3,282.20    Feb 24, 1993    3,356.50    May 20, 1993    3,523.28
Nov 30, 1992    3,305.16    Feb 25, 1993    3,365.14    May 21, 1993    3,492.83
Dec 1, 1992     3,294.36    Feb 26, 1993    3,370.81    May 24, 1993    3,507.78
Dec 2, 1992     3,286.25    Mar 1, 1993     3,355.41    May 25, 1993    3,516.63
Dec 3, 1992     3,276.53    Mar 2, 1993     3,400.53    May 26, 1993    3,540.16
Dec 4, 1992     3,288.68    Mar 3, 1993     3,404.04    May 27, 1993    3,554.83
Dec 7, 1992     3,307.33    Mar 4, 1993     3,398.91    May 28, 1993    3,527.43
Dec 8, 1992     3,322.18    Mar 5, 1993     3,404.58    Jun 1, 1993     3,552.34
Dec 9, 1992     3,323.81    Mar 8, 1993     3,469.42    Jun 2, 1993     3,553.45
Dec 10, 1992    3,312.19    Mar 9, 1993     3,472.12    Jun 3, 1993     3,544.87
Dec 11, 1992    3,304.08    Mar 10, 1993    3,478.34    Jun 4, 1993     3,545.14
Dec 14, 1992    3,292.20    Mar 11, 1993    3,457.00    Jun 7, 1993     3,532.13
Dec 15, 1992    3,284.36    Mar 12, 1993    3,427.82    Jun 8, 1993     3,510.54
Dec 16, 1992    3,255.18    Mar 15, 1993    3,442.41    Jun 9, 1993     3,511.93
Dec 17, 1992    3,269.23    Mar 16, 1993    3,442.95    Jun 10, 1993    3,491.72
Dec 18, 1992    3,313.27    Mar 17, 1993    3,426.74    Jun 11, 1993    3,505.01
Dec 21, 1992    3,312.46    Mar 18, 1993    3,465.64    Jun 14, 1993    3,514.69
Dec 22, 1992    3,321.10    Mar 19, 1993    3,471.58    Jun 15, 1993    3,492.00
Dec 23, 1992    3,313.54    Mar 22, 1993    3,463.48    Jun 16, 1993    3,511.65
Dec 24, 1992    3,326.24    Mar 23, 1993    3,461.86    Jun 17, 1993    3,521.89
Dec 28, 1992    3,333.26    Mar 24, 1993    3,445.38    Jun 18, 1993    3,494.77
Dec 29, 1992    3,310.84    Mar 25, 1993    3,461.32    Jun 21, 1993    3,510.82
Dec 30, 1992    3,321.10    Mar 26, 1993    3,439.98    Jun 22, 1993    3,497.53
Dec 31, 1992    3,301.11    Mar 29, 1993    3,455.10    Jun 23, 1993    3,466.81
Jan 4, 1993     3,309.22    Mar 30, 1993    3,457.27    Jun 24, 1993    3,490.61
Jan 5, 1993     3,307.87    Mar 31, 1993    3,435.11    Jun 25, 1993    3,490.89
Jan 6, 1993     3,305.16    Apr 1, 1993     3,439.44    Jun 28, 1993    3,530.19
Jan 7, 1993     3,268.96    Apr 2, 1993     3,370.81    Jun 29, 1993    3,518.85
Jan 8, 1993     3,251.67    Apr 5, 1993     3,379.19    Jun 30, 1993    3,516.08
Jan 11, 1993    3,262.75    Apr 6, 1993     3,377.57    Jul 1, 1993     3,510.54
Jan 12, 1993    3,264.64    Apr 7, 1993     3,397.02    Jul 2, 1993     3,483.97
Jan 13, 1993    3,263.56    Apr 8, 1993     3,396.48    Jul 6, 1993     3,449.93
Jan 14, 1993    3,267.88    Apr 12, 1993    3,428.09    Jul 7, 1993     3,475.67
Jan 15, 1993    3,271.12    Apr 13, 1993    3,444.03    Jul 8, 1993     3,514.42
Jan 18, 1993    3,274.91    Apr 14, 1993    3,455.64    Jul 9, 1993     3,521.06
Jan 19, 1993    3,255.99    Apr 15, 1993    3,455.92    Jul 12, 1993    3,524.38
Jan 20, 1993    3,241.95    Apr 16, 1993    3,478.61    Jul 13, 1993    3,515.44
Jan 21, 1993    3,253.02    Apr 19, 1993    3,466.99    Jul 14, 1993    3,542.55
Jan 22, 1993    3,256.81    Apr 20, 1993    3,443.49    Jul 15, 1993    3,550.93
Jan 25, 1993    3,292.20    Apr 21, 1993    3,439.44    Jul 16, 1993    3,528.29
Jan 26, 1993    3,298.95    Apr 22, 1993    3,429.17    Jul 19, 1993    3,535.28
Jan 27, 1993    3,291.39    Apr 23, 1993    3,413.77    Jul 20, 1993    3,544.78
Jan 28, 1993    3,306.25    Apr 26, 1993    3,398.37    Jul 21, 1993    3,555.40
Jan 29, 1993    3,310.03    Apr 27, 1993    3,415.93    Jul 22, 1993    3,525.22
Feb 1, 1993     3,332.18    Apr 28, 1993    3,413.50    Jul 23, 1993    3,546.74
Feb 2, 1993     3,328.67    Apr 29, 1993    3,425.12    Jul 26, 1993    3,567.70
Feb 3, 1993     3,373.79    Apr 30, 1993    3,427.55    Jul 27, 1993    3,565.46


                                   Appendix B
                                     page 5
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Jul 28, 1993    3,553.45    Oct 21, 1993    3,636.16    Jan 17, 1994    3,870.29
Jul 29, 1993    3,567.42    Oct 22, 1993    3,649.30    Jan 18, 1994    3,870.29
Jul 30, 1993    3,539.47    Oct 25, 1993    3,673.61    Jan 19, 1994    3,884.37
Aug 2, 1993     3,560.99    Oct 26, 1993    3,672.49    Jan 20, 1994    3,891.96
Aug 3, 1993     3,561.27    Oct 27, 1993    3,664.66    Jan 21, 1994    3,914.48
Aug 4, 1993     3,552.05    Oct 28, 1993    3,687.86    Jan 24, 1994    3,912.79
Aug 5, 1993     3,548.97    Oct 29, 1993    3,680.59    Jan 25, 1994    3,895.34
Aug 6, 1993     3,560.43    Nov 1, 1993     3,692.61    Jan 26, 1994    3,908.00
Aug 9, 1993     3,576.08    Nov 2, 1993     3,697.64    Jan 27, 1994    3,926.30
Aug 10, 1993    3,572.73    Nov 3, 1993     3,661.87    Jan 28, 1994    3,945.43
Aug 11, 1993    3,583.35    Nov 4, 1993     3,624.98    Jan 31, 1994    3,978.36
Aug 12, 1993    3,569.09    Nov 5, 1993     3,643.43    Feb 1, 1994     3,964.01
Aug 13, 1993    3,569.65    Nov 8, 1993     3,647.90    Feb 2, 1994     3,975.54
Aug 16, 1993    3,579.15    Nov 9, 1993     3,640.07    Feb 3, 1994     3,967.66
Aug 17, 1993    3,586.98    Nov 10, 1993    3,663.55    Feb 4, 1994     3,871.42
Aug 18, 1993    3,604.86    Nov 11, 1993    3,662.43    Feb 7, 1994     3,906.32
Aug 19, 1993    3,612.13    Nov 12, 1993    3,684.51    Feb 8, 1994     3,906.03
Aug 20, 1993    3,615.48    Nov 15, 1993    3,677.52    Feb 9, 1994     3,931.92
Aug 23, 1993    3,605.98    Nov 16, 1993    3,710.77    Feb 10, 1994    3,895.34
Aug 24, 1993    3,638.96    Nov 17, 1993    3,704.35    Feb 11, 1994    3,894.78
Aug 25, 1993    3,652.09    Nov 18, 1993    3,685.34    Feb 14, 1994    3,904.06
Aug 26, 1993    3,648.18    Nov 19, 1993    3,694.01    Feb 15, 1994    3,928.27
Aug 27, 1993    3,640.63    Nov 22, 1993    3,670.25    Feb 16, 1994    3,937.27
Aug 30, 1993    3,643.99    Nov 23, 1993    3,674.17    Feb 17, 1994    3,922.64
Aug 31, 1993    3,651.25    Nov 24, 1993    3,687.58    Feb 18, 1994    3,887.46
Sep 1, 1993     3,645.10    Nov 26, 1993    3,683.95    Feb 22, 1994    3,911.66
Sep 2, 1993     3,626.10    Nov 29, 1993    3,677.80    Feb 23, 1994    3,891.68
Sep 3, 1993     3,633.93    Nov 30, 1993    3,683.95    Feb 24, 1994    3,839.90
Sep 7, 1993     3,607.10    Dec 1, 1993     3,697.08    Feb 25, 1994    3,838.78
Sep 8, 1993     3,588.93    Dec 2, 1993     3,702.11    Feb 28, 1994    3,832.02
Sep 9, 1993     3,589.49    Dec 3, 1993     3,704.07    Mar 1, 1994     3,809.23
Sep 10, 1993    3,621.63    Dec 6, 1993     3,710.21    Mar 2, 1994     3,831.74
Sep 13, 1993    3,634.21    Dec 7, 1993     3,718.88    Mar 3, 1994     3,824.42
Sep 14, 1993    3,615.76    Dec 8, 1993     3,734.53    Mar 4, 1994     3,832.30
Sep 15, 1993    3,633.65    Dec 9, 1993     3,729.78    Mar 7, 1994     3,856.22
Sep 16, 1993    3,630.85    Dec 10, 1993    3,740.67    Mar 8, 1994     3,851.72
Sep 17, 1993    3,613.25    Dec 13, 1993    3,764.43    Mar 9, 1994     3,853.41
Sep 20, 1993    3,575.80    Dec 14, 1993    3,742.63    Mar 10, 1994    3,830.62
Sep 21, 1993    3,537.24    Dec 15, 1993    3,716.92    Mar 11, 1994    3,862.70
Sep 22, 1993    3,547.02    Dec 16, 1993    3,726.14    Mar 14, 1994    3,862.98
Sep 23, 1993    3,539.75    Dec 17, 1993    3,751.57    Mar 15, 1994    3,849.59
Sep 24, 1993    3,543.11    Dec 20, 1993    3,755.21    Mar 16, 1994    3,848.15
Sep 27, 1993    3,567.70    Dec 21, 1993    3,745.15    Mar 17, 1994    3,865.14
Sep 28, 1993    3,566.02    Dec 22, 1993    3,762.19    Mar 18, 1994    3,895.65
Sep 29, 1993    3,566.30    Dec 23, 1993    3,757.72    Mar 21, 1994    3,864.85
Sep 30, 1993    3,555.12    Dec 27, 1993    3,792.93    Mar 22, 1994    3,862.55
Oct 1, 1993     3,581.11    Dec 28, 1993    3,793.77    Mar 23, 1994    3,869.46
Oct 4, 1993     3,577.76    Dec 29, 1993    3,794.33    Mar 24, 1994    3,821.09
Oct 5, 1993     3,587.26    Dec 30, 1993    3,775.88    Mar 25, 1994    3,774.73
Oct 6, 1993     3,598.99    Dec 31, 1993    3,754.09    Mar 28, 1994    3,762.35
Oct 7, 1993     3,583.63    Jan 3, 1994     3,756.60    Mar 29, 1994    3,699.02
Oct 8, 1993     3,584.74    Jan 4, 1994     3,783.90    Mar 30, 1994    3,626.75
Oct 11, 1993    3,593.41    Jan 5, 1994     3,798.82    Mar 31, 1994    3,635.96
Oct 12, 1993    3,593.13    Jan 6, 1994     3,803.88    Apr 4, 1994     3,593.35
Oct 13, 1993    3,603.19    Jan 7, 1994     3,820.77    Apr 5, 1994     3,675.41
Oct 14, 1993    3,621.63    Jan 10, 1994    3,865.51    Apr 6, 1994     3,679.73
Oct 15, 1993    3,629.73    Jan 11, 1994    3,850.31    Apr 7, 1994     3,693.26
Oct 18, 1993    3,642.31    Jan 12, 1994    3,848.63    Apr 8, 1994     3,674.26
Oct 19, 1993    3,635.32    Jan 13, 1994    3,842.43    Apr 11, 1994    3,688.83
Oct 20, 1993    3,645.10    Jan 14, 1994    3,867.20    Apr 12, 1994    3,681.69


                                   Appendix B
                                     page 6
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones                   Dow Jones                   Dow Jones
               Industrial                  Industrial                 Industrial
   Date         Average        Date         Average        Date         Average
- ------------   ----------   ------------   ----------   ------------   ---------
Apr 13, 1994    3,661.47    Jul 11, 1994    3,703.00    Oct 4, 1994     3,801.13
Apr 14, 1994    3,663.25    Jul 12, 1994    3,702.66    Oct 5, 1994     3,787.34
Apr 15, 1994    3,661.47    Jul 13, 1994    3,704.28    Oct 6, 1994     3,775.56
Apr 18, 1994    3,620.42    Jul 14, 1994    3,739.26    Oct 7, 1994     3,797.43
Apr 19, 1994    3,619.82    Jul 15, 1994    3,753.82    Oct 10, 1994    3,821.32
Apr 20, 1994    3,598.71    Jul 18, 1994    3,755.44    Oct 11, 1994    3,876.83
Apr 21, 1994    3,652.54    Jul 19, 1994    3,748.31    Oct 12, 1994    3,875.15
Apr 22, 1994    3,648.68    Jul 20, 1994    3,727.27    Oct 13, 1994    3,889.95
Apr 25, 1994    3,705.78    Jul 21, 1994    3,732.45    Oct 14, 1994    3,910.47
Apr 26, 1994    3,699.54    Jul 22, 1994    3,735.04    Oct 17, 1994    3,923.93
Apr 28, 1994    3,668.31    Jul 25, 1994    3,741.84    Oct 18, 1994    3,917.54
Apr 29, 1994    3,681.69    Jul 26, 1994    3,735.68    Oct 19, 1994    3,936.04
May 2, 1994     3,701.02    Jul 27, 1994    3,720.47    Oct 20, 1994    3,911.15
May 3, 1994     3,714.41    Jul 28, 1994    3,730.83    Oct 21, 1994    3,891.30
May 4, 1994     3,697.75    Jul 29, 1994    3,764.50    Oct 24, 1994    3,855.30
May 5, 1994     3,695.97    Aug 1, 1994     3,798.17    Oct 25, 1994    3,850.59
May 6, 1994     3,669.50    Aug 2, 1994     3,796.22    Oct 26, 1994    3,848.23
May 9, 1994     3,629.04    Aug 3, 1994     3,792.66    Oct 27, 1994    3,875.15
May 10, 1994    3,656.41    Aug 4, 1994     3,765.79    Oct 28, 1994    3,930.66
May 11, 1994    3,629.04    Aug 5, 1994     3,747.02    Oct 31, 1994    3,908.12
May 12, 1994    3,652.84    Aug 8, 1994     3,753.81    Nov 1, 1994     3,863.37
May 13, 1994    3,659.68    Aug 9, 1994     3,755.76    Nov 2, 1994     3,837.13
May 16, 1994    3,671.50    Aug 10, 1994    3,766.76    Nov 3, 1994     3,845.88
May 17, 1994    3,720.61    Aug 11, 1994    3,750.90    Nov 4, 1994     3,807.52
May 18, 1994    3,732.89    Aug 12, 1994    3,768.71    Nov 7, 1994     3,808.87
May 19, 1994    3,758.98    Aug 15, 1994    3,760.29    Nov 8, 1994     3,830.74
May 20, 1994    3,766.36    Aug 16, 1994    3,784.57    Nov 9, 1994     3,831.75
May 23, 1994    3,742.40    Aug 17, 1994    3,776.48    Nov 10, 1994    3,821.99
May 24, 1994    3,745.16    Aug 18, 1994    3,755.43    Nov 11, 1994    3,801.47
May 25, 1994    3,755.30    Aug 19, 1994    3,755.11    Nov 14, 1994    3,829.73
May 26, 1994    3,753.50    Aug 22, 1994    3,751.22    Nov 15, 1994    3,826.36
May 27, 1994    3,757.10    Aug 23, 1994    3,775.83    Nov 16, 1994    3,845.20
May 31, 1994    3,758.40    Aug 24, 1994    3,846.73    Nov 17, 1994    3,828.05
Jun 1, 1994     3,760.84    Aug 25, 1994    3,829.89    Nov 18, 1994    3,815.26
Jun 2, 1994     3,759.00    Aug 26, 1994    3,881.05    Nov 21, 1994    3,769.51
Jun 3, 1994     3,772.20    Aug 29, 1994    3,898.85    Nov 22, 1994    3,677.99
Jun 6, 1994     3,768.52    Aug 30, 1994    3,917.30    Nov 23, 1994    3,674.63
Jun 7, 1994     3,755.92    Aug 31, 1994    3,913.42    Nov 25, 1994    3,708.27
Jun 8, 1994     3,749.50    Sep 1, 1994     3,901.44    Nov 28, 1994    3,739.56
Jun 9, 1994     3,753.14    Sep 2, 1994     3,885.58    Nov 29, 1994    3,738.55
Jun 10, 1994    3,773.50    Sep 6, 1994     3,898.70    Nov 30, 1994    3,739.23
Jun 13, 1994    3,783.12    Sep 7, 1994     3,886.25    Dec 1, 1994     3,700.87
Jun 14, 1994    3,814.80    Sep 8, 1994     3,908.46    Dec 2, 1994     3,745.62
Jun 15, 1994    3,790.40    Sep 9, 1994     3,874.81    Dec 5, 1994     3,741.92
Jun 16, 1994    3,811.34    Sep 12, 1994    3,860.34    Dec 6, 1994     3,745.95
Jun 17, 1994    3,776.80    Sep 13, 1994    3,879.86    Dec 7, 1994     3,735.52
Jun 20, 1994    3,741.90    Sep 14, 1994    3,895.33    Dec 8, 1994     3,685.73
Jun 21, 1994    3,707.98    Sep 15, 1994    3,953.88    Dec 9, 1994     3,691.11
Jun 22, 1994    3,724.78    Sep 16, 1994    3,933.35    Dec 12, 1994    3,718.37
Jun 23, 1994    3,699.10    Sep 19, 1994    3,936.72    Dec 13, 1994    3,715.34
Jun 24, 1994    3,636.94    Sep 20, 1994    3,869.09    Dec 14, 1994    3,746.29
Jun 27, 1994    3,685.50    Sep 21, 1994    3,851.60    Dec 15, 1994    3,765.47
Jun 28, 1994    3,669.64    Sep 22, 1994    3,837.13    Dec 16, 1994    3,807.19
Jun 29, 1994    3,667.06    Sep 23, 1994    3,831.75    Dec 19, 1994    3,790.70
Jun 30, 1994    3,624.96    Sep 26, 1994    3,849.24    Dec 20, 1994    3,767.15
Jul 1, 1994     3,646.66    Sep 27, 1994    3,863.04    Dec 21, 1994    3,801.80
Jul 5, 1994     3,652.48    Sep 28, 1994    3,878.18    Dec 22, 1994    3,814.92
Jul 6, 1994     3,674.50    Sep 29, 1994    3,854.63    Dec 23, 1994    3,833.43
Jul 7, 1994     3,688.42    Sep 30, 1994    3,843.19    Dec 27, 1994    3,861.69
Jul 8, 1994     3,709.14    Oct 3, 1994     3,846.89    Dec 28, 1994    3,839.49


                                   Appendix B
                                     page 7
<PAGE>
                          DOW JONES INDUSTRIAL AVERAGE

               Dow Jones
               Industrial
   Date         Average
- ------------   ----------
Dec 29, 1994    3,833.43
Dec 30, 1994    3,834.44
Jan 3, 1995     3,838.48
Jan 4, 1995     3,857.65
Jan 5, 1995     3,850.92
Jan 6, 1995     3,867.41
Jan 9, 1995     3,861.35
Jan 10, 1995    3,866.74
Jan 11, 1995    3,862.03
Jan 12, 1995    3,859.00
Jan 13, 1995    3,908.46
Jan 16, 1995    3,932.34
Jan 17, 1995    3,930.66
Jan 18, 1995    3,928.98
Jan 19, 1995    3,882.21
Jan 20, 1995    3,869.43
Jan 23, 1995    3,867.41
Jan 24, 1995    3,862.70
Jan 25, 1995    3,871.45
Jan 26, 1995    3,870.44
Jan 27, 1995    3,857.99
Jan 30, 1995    3,832.08
Jan 31, 1995    3,843.86








































                                   Appendix B
                                     page 8
    
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Jan 2, 1990      359.69     Mar 29, 1990     340.79     Jun 26, 1990     352.06
Jan 3, 1990      358.76     Mar 30, 1990     339.94     Jun 27, 1990     355.14
Jan 4, 1990      355.67     Apr 2, 1990      338.70     Jun 28, 1990     357.63
Jan 5, 1990      352.20     Apr 3, 1990      343.64     Jun 29, 1990     358.02
Jan 8, 1990      353.79     Apr 4, 1990      341.09     Jul 2, 1990      359.54
Jan 9, 1990      349.62     Apr 5, 1990      340.73     Jul 3, 1990      360.16
Jan 10, 1990     347.31     Apr 6, 1990      340.08     Jul 5, 1990      355.68
Jan 11, 1990     348.53     Apr 9, 1990      341.37     Jul 6, 1990      358.42
Jan 12, 1990     339.93     Apr 10, 1990     342.07     Jul 9, 1990      359.52
Jan 15, 1990     337.00     Apr 11, 1990     341.92     Jul 10, 1990     356.49
Jan 16, 1990     340.75     Apr 12, 1990     344.34     Jul 11, 1990     361.23
Jan 17, 1990     337.40     Apr 16, 1990     344.74     Jul 12, 1990     365.44
Jan 18, 1990     338.19     Apr 17, 1990     344.68     Jul 13, 1990     367.31
Jan 19, 1990     339.15     Apr 18, 1990     340.72     Jul 16, 1990     368.95
Jan 22, 1990     330.38     Apr 19, 1990     338.09     Jul 17, 1990     367.52
Jan 23, 1990     331.61     Apr 20, 1990     335.12     Jul 18, 1990     364.22
Jan 24, 1990     330.26     Apr 23, 1990     331.05     Jul 19, 1990     365.32
Jan 25, 1990     326.08     Apr 24, 1990     330.36     Jul 20, 1990     361.61
Jan 26, 1990     325.80     Apr 25, 1990     332.03     Jul 23, 1990     355.31
Jan 29, 1990     325.20     Apr 26, 1990     332.92     Jul 24, 1990     355.79
Jan 30, 1990     322.98     Apr 27, 1990     329.11     Jul 25, 1990     357.09
Jan 31, 1990     329.08     Apr 30, 1990     330.80     Jul 26, 1990     355.91
Feb 1, 1990      328.79     May 1, 1990      332.25     Jul 27, 1990     353.44
Feb 2, 1990      330.92     May 2, 1990      334.48     Jul 30, 1990     355.55
Feb 5, 1990      331.85     May 3, 1990      335.57     Jul 31, 1990     356.15
Feb 6, 1990      329.66     May 4, 1990      338.39     Aug 1, 1990      355.52
Feb 7, 1990      333.75     May 7, 1990      340.53     Aug 2, 1990      351.48
Feb 8, 1990      332.96     May 8, 1990      342.01     Aug 3, 1990      344.86
Feb 9, 1990      333.62     May 9, 1990      347.86     Aug 6, 1990      334.43
Feb 12, 1990     330.08     May 10, 1990     343.82     Aug 7, 1990      334.83
Feb 13, 1990     331.02     May 11, 1990     352.00     Aug 8, 1990      338.35
Feb 14, 1990     332.01     May 14, 1990     354.75     Aug 9, 1990      339.94
Feb 15, 1990     334.89     May 15, 1990     354.28     Aug 10, 1990     335.52
Feb 16, 1990     332.72     May 16, 1990     354.00     Aug 13, 1990     338.84
Feb 20, 1990     327.99     May 17, 1990     354.47     Aug 14, 1990     339.39
Feb 21, 1990     327.67     May 18, 1990     354.64     Aug 15, 1990     340.06
Feb 22, 1990     325.70     May 21, 1990     358.00     Aug 16, 1990     332.39
Feb 23, 1990     324.15     May 22, 1990     358.43     Aug 17, 1990     327.83
Feb 26, 1990     328.67     May 23, 1990     359.29     Aug 20, 1990     328.51
Feb 27, 1990     330.26     May 24, 1990     358.41     Aug 21, 1990     321.86
Feb 28, 1990     331.89     May 25, 1990     354.58     Aug 22, 1990     316.55
Mar 1, 1990      332.74     May 29, 1990     360.65     Aug 23, 1990     307.06
Mar 2, 1990      335.54     May 30, 1990     360.86     Aug 24, 1990     311.51
Mar 5, 1990      333.74     May 31, 1990     361.23     Aug 27, 1990     321.44
Mar 6, 1990      337.93     Jun 1, 1990      363.16     Aug 28, 1990     321.34
Mar 7, 1990      336.95     Jun 4, 1990      367.40     Aug 29, 1990     324.19
Mar 8, 1990      340.27     Jun 5, 1990      366.64     Aug 30, 1990     318.71
Mar 9, 1990      337.93     Jun 6, 1990      364.96     Aug 31, 1990     322.56
Mar 12, 1990     338.67     Jun 7, 1990      363.15     Sep 4, 1990      323.09
Mar 13, 1990     336.00     Jun 8, 1990      358.71     Sep 5, 1990      324.39
Mar 14, 1990     336.87     Jun 11, 1990     361.63     Sep 6, 1990      320.46
Mar 15, 1990     338.07     Jun 12, 1990     366.25     Sep 7, 1990      323.40
Mar 16, 1990     341.91     Jun 13, 1990     364.90     Sep 10, 1990     321.63
Mar 19, 1990     343.53     Jun 14, 1990     362.90     Sep 11, 1990     321.04
Mar 20, 1990     341.57     Jun 15, 1990     362.91     Sep 12, 1990     322.54
Mar 21, 1990     339.74     Jun 18, 1990     356.88     Sep 13, 1990     318.65
Mar 22, 1990     335.65     Jun 19, 1990     358.97     Sep 14, 1990     316.83
Mar 23, 1990     337.22     Jun 20, 1990     359.10     Sep 17, 1990     317.77
Mar 26, 1990     337.63     Jun 21, 1990     360.47     Sep 18, 1990     318.60
Mar 27, 1990     341.50     Jun 22, 1990     355.43     Sep 19, 1990     316.60
Mar 28, 1990     342.00     Jun 25, 1990     352.31     Sep 20, 1990     311.48

                                   Appendix B
                                     page 1
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Sep 21, 1990     311.32     Dec 18, 1990     330.05     Mar 19, 1991     366.59
Sep 24, 1990     304.59     Dec 19, 1990     330.20     Mar 20, 1991     367.92
Sep 25, 1990     308.26     Dec 20, 1990     330.12     Mar 21, 1991     366.58
Sep 26, 1990     305.06     Dec 21, 1990     331.75     Mar 26, 1991     370.30
Sep 27, 1990     300.97     Dec 24, 1990     329.90     Mar 27, 1991     375.35
Sep 28, 1990     306.05     Dec 26, 1990     330.85     Mar 28, 1991     375.22
Oct 1, 1990      314.94     Dec 27, 1990     328.29     Apr 1, 1991      371.30
Oct 2, 1990      315.21     Dec 28, 1990     328.72     Apr 2, 1991      379.30
Oct 3, 1990      311.40     Dec 31, 1990     330.22     Apr 3, 1991      378.94
Oct 4, 1990      312.69     Jan 2, 1991      326.45     Apr 4, 1991      379.77
Oct 5, 1990      311.50     Jan 3, 1991      321.91     Apr 5, 1991      375.36
Oct 8, 1990      313.48     Jan 4, 1991      321.00     Apr 8, 1991      378.66
Oct 9, 1990      305.10     Jan 7, 1991      315.44     Apr 9, 1991      373.56
Oct 10, 1990     300.39     Jan 8, 1991      314.90     Apr 10, 1991     373.15
Oct 11, 1990     295.46     Jan 9, 1991      311.49     Apr 11, 1991     377.63
Oct 12, 1990     300.03     Jan 10, 1991     314.53     Apr 12, 1991     380.40
Oct 15, 1990     303.23     Jan 11, 1991     315.23     Apr 15, 1991     381.19
Oct 16, 1990     298.92     Jan 14, 1991     312.49     Apr 16, 1991     387.62
Oct 17, 1990     298.76     Jan 15, 1991     313.73     Apr 17, 1991     390.45
Oct 18, 1990     305.74     Jan 16, 1991     316.17     Apr 18, 1991     388.46
Oct 19, 1990     312.48     Jan 17, 1991     327.97     Apr 19, 1991     384.20
Oct 22, 1990     314.76     Jan 18, 1991     332.23     Apr 22, 1991     380.95
Oct 23, 1990     312.36     Jan 22, 1991     328.31     Apr 23, 1991     381.76
Oct 24, 1990     312.60     Jan 23, 1991     330.21     Apr 24, 1991     382.76
Oct 25, 1990     310.17     Jan 24, 1991     334.78     Apr 25, 1991     379.25
Oct 26, 1990     304.71     Jan 25, 1991     336.07     Apr 26, 1991     379.02
Oct 29, 1990     301.88     Jan 28, 1991     336.03     Apr 29, 1991     373.66
Oct 30, 1990     304.06     Jan 29, 1991     335.84     Apr 30, 1991     375.35
Oct 31, 1990     304.00     Jan 30, 1991     340.91     May 1, 1991      380.29
Nov 1, 1990      307.02     Jan 31, 1991     343.93     May 2, 1991      380.52
Nov 2, 1990      311.85     Feb 1, 1991      343.35     May 3, 1991      380.80
Nov 5, 1990      314.59     Feb 4, 1991      348.34     May 6, 1991      380.08
Nov 6, 1990      311.62     Feb 5, 1991      351.26     May 7, 1991      377.32
Nov 7, 1990      306.01     Feb 6, 1991      358.07     May 8, 1991      378.51
Nov 8, 1990      307.61     Feb 7, 1991      356.52     May 9, 1991      383.25
Nov 9, 1990      313.74     Feb 8, 1991      359.35     May 10, 1991     375.74
Nov 12, 1990     319.48     Feb 11, 1991     368.58     May 13, 1991     376.76
Nov 13, 1990     317.67     Feb 12, 1991     365.50     May 14, 1991     371.62
Nov 14, 1990     320.40     Feb 13, 1991     369.02     May 15, 1991     388.57
Nov 15, 1990     317.02     Feb 14, 1991     369.00     May 16, 1991     372.19
Nov 16, 1990     317.12     Feb 15, 1991     369.06     May 17, 1991     372.39
Nov 19, 1990     319.34     Feb 19, 1991     369.39     May 20, 1991     372.28
Nov 20, 1990     315.31     Feb 20, 1991     365.14     May 21, 1991     375.35
Nov 21, 1990     316.03     Feb 21, 1991     364.97     May 22, 1991     376.19
Nov 23, 1990     315.10     Feb 22, 1991     365.65     May 23, 1991     374.97
Nov 26, 1990     316.51     Feb 25, 1991     367.26     May 24, 1991     377.49
Nov 27, 1990     318.10     Feb 26, 1991     362.81     May 27, 1991     377.49
Nov 28, 1990     317.95     Feb 27, 1991     367.74     May 28, 1991     381.94
Nov 29, 1990     316.42     Feb 28, 1991     367.07     May 29, 1991     382.79
Nov 30, 1990     322.22     Mar 1, 1991      370.47     May 30, 1991     386.96
Dec 3, 1990      324.10     Mar 4, 1991      369.33     May 31, 1991     389.83
Dec 4, 1990      326.35     Mar 5, 1991      376.72     Jun 3, 1991      388.06
Dec 5, 1990      329.92     Mar 6, 1991      376.17     Jun 4, 1991      387.74
Dec 6, 1990      329.07     Mar 7, 1991      375.91     Jun 5, 1991      385.09
Dec 7, 1990      327.75     Mar 8, 1991      374.95     Jun 6, 1991      383.63
Dec 10, 1990     328.89     Mar 11, 1991     372.96     Jun 7, 1991      379.43
Dec 11, 1990     326.44     Mar 12, 1991     370.03     Jun 10, 1991     378.57
Dec 12, 1990     330.19     Mar 13, 1991     374.57     Jun 11, 1991     381.05
Dec 13, 1990     329.34     Mar 14, 1991     373.50     Jun 12, 1991     376.65
Dec 14, 1990     326.82     Mar 15, 1991     373.59     Jun 13, 1991     377.63
Dec 17, 1990     326.02     Mar 18, 1991     372.11     Jun 14, 1991     382.29


                                   Appendix B
                                     page 2
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Jun 17, 1991     380.13     Sep 12, 1991     387.34     Dec 9, 1991      378.26
Jun 18, 1991     378.59     Sep 13, 1991     383.59     Dec 10, 1991     377.90
Jun 19, 1991     375.09     Sep 16, 1991     385.78     Dec 11, 1991     377.70
Jun 20, 1991     375.42     Sep 17, 1991     385.50     Dec 12, 1991     381.55
Jun 21, 1991     377.75     Sep 18, 1991     386.94     Dec 13, 1991     384.47
Jun 24, 1991     370.94     Sep 19, 1991     387.56     Dec 16, 1991     384.46
Jun 25, 1991     370.65     Sep 20, 1991     387.92     Dec 17, 1991     382.74
Jun 26, 1991     371.59     Sep 23, 1991     385.92     Dec 18, 1991     383.48
Jun 27, 1991     374.40     Sep 24, 1991     387.71     Dec 19, 1991     382.52
Jun 28, 1991     371.16     Sep 25, 1991     386.88     Dec 20, 1991     387.04
Jul 1, 1991      377.92     Sep 26, 1991     386.59     Dec 23, 1991     396.82
Jul 2, 1991      377.47     Sep 27, 1991     385.90     Dec 24, 1991     399.33
Jul 3, 1991      373.33     Sep 30, 1991     387.86     Dec 26, 1991     404.84
Jul 5, 1991      374.08     Oct 1, 1991      389.20     Dec 27, 1991     406.46
Jul 8, 1991      377.94     Oct 2, 1991      388.26     Dec 30, 1991     415.14
Jul 9, 1991      376.11     Oct 3, 1991      384.47     Dec 31, 1991     417.09
Jul 10, 1991     375.74     Oct 4, 1991      381.24     Jan 2, 1992      417.26
Jul 11, 1991     376.97     Oct 7, 1991      379.50     Jan 3, 1992      419.34
Jul 12, 1991     380.25     Oct 8, 1991      380.67     Jan 6, 1992      417.96
Jul 15, 1991     382.39     Oct 9, 1991      376.80     Jan 7, 1992      417.40
Jul 16, 1991     381.54     Oct 10, 1991     380.55     Jan 8, 1992      418.10
Jul 17, 1991     381.18     Oct 11, 1991     381.45     Jan 9, 1992      417.61
Jul 18, 1991     385.37     Oct 14, 1991     386.47     Jan 10, 1992     415.10
Jul 19, 1991     384.22     Oct 15, 1991     391.01     Jan 13, 1992     414.34
Jul 22, 1991     382.88     Oct 16, 1991     392.80     Jan 14, 1992     420.44
Jul 23, 1991     379.42     Oct 17, 1991     391.92     Jan 15, 1992     420.77
Jul 24, 1991     378.64     Oct 18, 1991     392.50     Jan 16, 1992     418.21
Jul 25, 1991     380.96     Oct 21, 1991     390.02     Jan 17, 1992     418.86
Jul 26, 1991     380.93     Oct 22, 1991     387.83     Jan 20, 1992     416.36
Jul 29, 1991     383.15     Oct 23, 1991     387.94     Jan 21, 1992     412.64
Jul 30, 1991     386.69     Oct 24, 1991     385.07     Jan 22, 1992     418.13
Jul 31, 1991     387.81     Oct 25, 1991     384.20     Jan 23, 1992     414.96
Aug 1, 1991      387.12     Oct 28, 1991     389.52     Jan 24, 1992     415.48
Aug 2, 1991      387.18     Oct 29, 1991     391.48     Jan 27, 1992     414.99
Aug 5, 1991      385.06     Oct 30, 1991     392.96     Jan 28, 1992     414.96
Aug 6, 1991      390.62     Oct 31, 1991     392.46     Jan 29, 1992     410.34
Aug 7, 1991      390.56     Nov 1, 1991      391.32     Jan 30, 1992     411.63
Aug 8, 1991      389.32     Nov 4, 1991      390.28     Jan 31, 1992     408.79
Aug 9, 1991      387.12     Nov 5, 1991      388.71     Feb 3, 1992      409.53
Aug 12, 1991     388.02     Nov 6, 1991      389.97     Feb 4, 1992      413.85
Aug 13, 1991     389.62     Nov 7, 1991      393.72     Feb 5, 1992      413.84
Aug 14, 1991     389.90     Nov 8, 1991      392.89     Feb 6, 1992      413.82
Aug 15, 1991     389.33     Nov 11, 1991     393.12     Feb 7, 1992      411.09
Aug 16, 1991     385.58     Nov 12, 1991     396.74     Feb 10, 1992     413.77
Aug 19, 1991     376.47     Nov 13, 1991     397.41     Feb 11, 1992     413.76
Aug 20, 1991     379.43     Nov 14, 1991     397.15     Feb 12, 1992     417.13
Aug 21, 1991     390.59     Nov 15, 1991     382.62     Feb 13, 1992     413.69
Aug 22, 1991     391.33     Nov 18, 1991     385.24     Feb 14, 1992     412.48
Aug 23, 1991     395.17     Nov 19, 1991     379.42     Feb 18, 1992     407.38
Aug 26, 1991     393.85     Nov 20, 1991     378.53     Feb 19, 1992     408.26
Aug 27, 1991     393.06     Nov 21, 1991     380.06     Feb 20, 1992     413.90
Aug 28, 1991     396.64     Nov 22, 1991     376.14     Feb 21, 1992     411.46
Aug 29, 1991     396.47     Nov 25, 1991     375.34     Feb 24, 1992     412.27
Aug 30, 1991     395.43     Nov 26, 1991     377.96     Feb 25, 1992     410.45
Sep 3, 1991      392.15     Nov 27, 1991     376.55     Feb 26, 1992     415.35
Sep 4, 1991      389.97     Nov 29, 1991     375.22     Feb 27, 1992     413.86
Sep 5, 1991      389.14     Dec 2, 1991      381.40     Feb 28, 1992     412.70
Sep 6, 1991      389.10     Dec 3, 1991      380.96     Mar 2, 1992      412.45
Sep 9, 1991      388.77     Dec 4, 1991      380.07     Mar 3, 1992      412.85
Sep 10, 1991     384.56     Dec 5, 1991      377.39     Mar 4, 1992      409.33
Sep 11, 1991     385.09     Dec 6, 1991      379.10     Mar 5, 1992      406.51


                                   Appendix B
                                     page 3
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Mar 6, 1992      404.44     Jun 3, 1992      414.59     Aug 28, 1992     414.84
Mar 9, 1992      405.21     Jun 4, 1992      413.26     Aug 31, 1992     414.03
Mar 10, 1992     406.89     Jun 5, 1992      413.48     Sep 1, 1992      416.07
Mar 11, 1992     404.03     Jun 8, 1992      413.36     Sep 2, 1992      417.98
Mar 12, 1992     403.89     Jun 9, 1992      410.06     Sep 3, 1992      419.98
Mar 13, 1992     405.84     Jun 10, 1992     407.25     Sep 4, 1992      417.08
Mar 16, 1992     406.39     Jun 11, 1992     409.05     Sep 8, 1992      414.44
Mar 17, 1992     409.58     Jun 12, 1992     409.76     Sep 9, 1992      416.36
Mar 18, 1992     409.15     Jun 15, 1992     410.29     Sep 10, 1992     419.95
Mar 19, 1992     409.80     Jun 16, 1992     408.32     Sep 11, 1992     419.58
Mar 20, 1992     411.30     Jun 17, 1992     402.26     Sep 14, 1992     425.27
Mar 23, 1992     409.91     Jun 18, 1992     400.96     Sep 15, 1992     419.77
Mar 24, 1992     408.88     Jun 19, 1992     403.67     Sep 16, 1992     419.92
Mar 25, 1992     407.52     Jun 22, 1992     403.40     Sep 17, 1992     419.93
Mar 26, 1992     407.86     Jun 23, 1992     404.04     Sep 18, 1992     422.93
Mar 27, 1992     403.50     Jun 24, 1992     403.83     Sep 21, 1992     422.14
Mar 30, 1992     403.00     Jun 25, 1992     403.12     Sep 22, 1992     417.14
Mar 31, 1992     403.69     Jun 26, 1992     403.45     Sep 23, 1992     417.44
Apr 1, 1992      404.23     Jun 29, 1992     408.94     Sep 24, 1992     418.47
Apr 2, 1992      400.50     Jun 30, 1992     408.14     Sep 25, 1992     414.35
Apr 3, 1992      401.55     Jul 1, 1992      412.88     Sep 28, 1992     416.62
Apr 6, 1992      405.59     Jul 2, 1992      411.77     Sep 29, 1992     416.80
Apr 7, 1992      398.06     Jul 6, 1992      413.84     Sep 30, 1992     417.80
Apr 8, 1992      394.50     Jul 7, 1992      409.16     Oct 1, 1992      416.29
Apr 9, 1992      400.64     Jul 8, 1992      410.28     Oct 2, 1992      410.47
Apr 10, 1992     404.29     Jul 9, 1992      414.23     Oct 5, 1992      407.57
Apr 13, 1992     406.08     Jul 10, 1992     414.62     Oct 6, 1992      407.18
Apr 14, 1992     412.39     Jul 13, 1992     414.87     Oct 7, 1992      404.25
Apr 15, 1992     416.28     Jul 14, 1992     417.68     Oct 8, 1992      407.75
Apr 16, 1992     416.05     Jul 15, 1992     417.10     Oct 9, 1992      402.66
Apr 20, 1992     410.16     Jul 16, 1992     417.54     Oct 12, 1992     407.44
Apr 21, 1992     410.26     Jul 17, 1992     415.62     Oct 13, 1992     409.30
Apr 22, 1992     409.81     Jul 20, 1992     413.75     Oct 14, 1992     409.37
Apr 23, 1992     411.60     Jul 21, 1992     413.76     Oct 15, 1992     409.60
Apr 24, 1992     409.02     Jul 22, 1992     410.93     Oct 16, 1992     411.73
Apr 27, 1992     408.45     Jul 23, 1992     412.08     Oct 19, 1992     414.98
Apr 28, 1992     409.11     Jul 24, 1992     411.60     Oct 20, 1992     415.48
Apr 29, 1992     412.02     Jul 27, 1992     411.54     Oct 21, 1992     415.67
Apr 30, 1992     414.95     Jul 28, 1992     417.52     Oct 22, 1992     414.90
May 1, 1992      412.53     Jul 29, 1992     422.23     Oct 23, 1992     414.10
May 4, 1992      416.91     Jul 30, 1992     423.92     Oct 26, 1992     418.16
May 5, 1992      416.84     Jul 31, 1992     424.21     Oct 27, 1992     418.49
May 6, 1992      416.79     Aug 3, 1992      425.09     Oct 28, 1992     420.13
May 7, 1992      415.85     Aug 4, 1992      424.36     Oct 29, 1992     420.86
May 8, 1992      416.05     Aug 5, 1992      422.19     Oct 30, 1992     418.68
May 11, 1992     418.49     Aug 6, 1992      420.59     Nov 2, 1992      422.75
May 12, 1992     416.29     Aug 7, 1992      418.88     Nov 3, 1992      419.92
May 13, 1992     416.45     Aug 10, 1992     419.42     Nov 4, 1992      417.11
May 14, 1992     413.14     Aug 11, 1992     418.90     Nov 5, 1992      418.34
May 15, 1992     410.09     Aug 12, 1992     417.78     Nov 6, 1992      417.58
May 18, 1992     412.81     Aug 13, 1992     417.73     Nov 9, 1992      418.59
May 19, 1992     416.37     Aug 14, 1992     419.91     Nov 10, 1992     418.62
May 20, 1992     415.39     Aug 17, 1992     420.74     Nov 11, 1992     422.20
May 21, 1992     412.60     Aug 18, 1992     421.34     Nov 12, 1992     422.87
May 22, 1992     414.02     Aug 19, 1992     418.19     Nov 13, 1992     422.43
May 26, 1992     411.41     Aug 20, 1992     418.26     Nov 16, 1992     420.68
May 27, 1992     412.17     Aug 21, 1992     414.85     Nov 17, 1992     419.27
May 28, 1992     416.74     Aug 24, 1992     410.72     Nov 18, 1992     422.85
May 29, 1992     415.35     Aug 25, 1992     411.61     Nov 19, 1992     423.61
Jun 1, 1992      417.30     Aug 26, 1992     413.51     Nov 20, 1992     426.65
Jun 2, 1992      413.50     Aug 27, 1992     413.53     Nov 23, 1992     425.12


                                   Appendix B
                                     page 4
<PAGE>
                        Standard Poor's 500 Stock Index

   
        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Nov 24, 1992     427.59     Feb 23, 1993     434.80     May 20, 1993     450.59
Nov 25, 1992     429.19     Feb 24, 1993     440.87     May 21, 1993     445.84
Nov 27, 1992     430.16     Feb 25, 1993     442.33     May 24, 1993     448.00
Nov 30, 1992     431.35     Feb 26, 1993     443.38     May 25, 1993     448.85
Dec 1, 1992      430.78     Mar 1, 1993      442.01     May 26, 1993     453.44
Dec 2, 1992      429.89     Mar 2, 1993      447.90     May 27, 1993     452.42
Dec 3, 1992      429.91     Mar 3, 1993      449.26     May 28, 1993     450.21
Dec 4, 1992      432.06     Mar 4, 1993      447.34     Jun 1, 1993      453.83
Dec 7, 1992      435.31     Mar 5, 1993      446.11     Jun 2, 1993      453.85
Dec 8, 1992      436.99     Mar 8, 1993      454.71     Jun 3, 1993      452.49
Dec 9, 1992      435.65     Mar 9, 1993      454.40     Jun 4, 1993      450.06
Dec 10, 1992     434.64     Mar 10, 1993     456.34     Jun 7, 1993      447.69
Dec 11, 1992     433.73     Mar 11, 1993     453.72     Jun 8, 1993      444.71
Dec 14, 1992     432.84     Mar 12, 1993     449.83     Jun 9, 1993      445.78
Dec 15, 1992     432.57     Mar 15, 1993     451.43     Jun 10, 1993     445.38
Dec 16, 1992     431.52     Mar 16, 1993     451.37     Jun 11, 1993     447.30
Dec 17, 1992     435.43     Mar 17, 1993     448.31     Jun 14, 1993     447.71
Dec 18, 1992     441.28     Mar 18, 1993     451.89     Jun 15, 1993     446.27
Dec 21, 1992     440.70     Mar 19, 1993     450.18     Jun 16, 1993     447.43
Dec 22, 1992     440.31     Mar 22, 1993     448.88     Jun 17, 1993     448.54
Dec 23, 1992     439.03     Mar 23, 1993     448.76     Jun 18, 1993     443.68
Dec 24, 1992     439.77     Mar 24, 1993     448.07     Jun 21, 1993     446.22
Dec 28, 1992     439.15     Mar 25, 1993     450.88     Jun 22, 1993     445.93
Dec 29, 1992     437.98     Mar 26, 1993     447.78     Jun 23, 1993     443.19
Dec 30, 1992     438.82     Mar 29, 1993     450.77     Jun 24, 1993     446.62
Dec 31, 1992     435.71     Mar 30, 1993     451.97     Jun 25, 1993     447.60
Jan 4, 1993      435.38     Mar 31, 1993     451.67     Jun 28, 1993     451.85
Jan 5, 1993      434.34     Apr 1, 1993      450.30     Jun 29, 1993     450.69
Jan 6, 1993      434.52     Apr 2, 1993      441.39     Jun 30, 1993     450.53
Jan 7, 1993      430.73     Apr 5, 1993      442.29     Jul 1, 1993      449.02
Jan 8, 1993      429.04     Apr 6, 1993      441.16     Jul 2, 1993      445.84
Jan 11, 1993     430.95     Apr 7, 1993      442.73     Jul 6, 1993      441.43
Jan 12, 1993     431.04     Apr 8, 1993      441.84     Jul 7, 1993      442.83
Jan 13, 1993     433.03     Apr 12, 1993     448.37     Jul 8, 1993      448.64
Jan 14, 1993     435.94     Apr 13, 1993     449.22     Jul 9, 1993      448.11
Jan 15, 1993     437.15     Apr 14, 1993     448.66     Jul 12, 1993     448.98
Jan 18, 1993     436.84     Apr 15, 1993     448.40     Jul 13, 1993     448.09
Jan 19, 1993     435.13     Apr 16, 1993     448.94     Jul 14, 1993     450.08
Jan 20, 1993     433.37     Apr 19, 1993     447.46     Jul 15, 1993     449.22
Jan 21, 1993     435.49     Apr 20, 1993     445.10     Jul 16, 1993     445.75
Jan 22, 1993     436.11     Apr 21, 1993     443.63     Jul 19, 1993     446.03
Jan 25, 1993     440.01     Apr 22, 1993     439.46     Jul 20, 1993     447.31
Jan 26, 1993     439.95     Apr 23, 1993     437.03     Jul 21, 1993     447.18
Jan 27, 1993     438.11     Apr 26, 1993     433.54     Jul 22, 1993     444.51
Jan 28, 1993     438.66     Apr 27, 1993     438.01     Jul 23, 1993     447.10
Jan 29, 1993     438.78     Apr 28, 1993     438.02     Jul 26, 1993     449.09
Feb 1, 1993      442.52     Apr 29, 1993     438.89     Jul 27, 1993     448.24
Feb 2, 1993      442.55     Apr 30, 1993     440.19     Jul 28, 1993     447.19
Feb 3, 1993      447.20     May 3, 1993      442.46     Jul 29, 1993     450.24
Feb 4, 1993      449.56     May 4, 1993      444.05     Jul 30, 1993     448.13
Feb 5, 1993      448.93     May 5, 1993      444.52     Aug 2, 1993      450.15
Feb 8, 1993      447.85     May 6, 1993      443.26     Aug 3, 1993      449.27
Feb 9, 1993      445.33     May 7, 1993      442.31     Aug 4, 1993      448.54
Feb 10, 1993     446.23     May 10, 1993     442.80     Aug 5, 1993      448.13
Feb 11, 1993     447.66     May 11, 1993     444.36     Aug 6, 1993      448.68
Feb 12, 1993     444.58     May 12, 1993     444.80     Aug 9, 1993      450.74
Feb 16, 1993     433.91     May 13, 1993     439.23     Aug 10, 1993     449.45
Feb 17, 1993     433.30     May 14, 1993     439.56     Aug 11, 1993     450.46
Feb 18, 1993     431.90     May 17, 1993     440.37     Aug 12, 1993     448.96
Feb 19, 1993     434.22     May 18, 1993     440.32     Aug 13, 1993     450.14
Feb 22, 1993     435.24     May 19, 1993     447.54     Aug 16, 1993     452.38


                                   Appendix B
                                     page 5
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
Aug 17, 1993     453.13     Nov 11, 1993     462.64     Feb 8, 1994      471.06
Aug 18, 1993     456.04     Nov 12, 1993     465.39     Feb 9, 1994      472.77
Aug 19, 1993     456.43     Nov 15, 1993     463.75     Feb 10, 1994     468.93
Aug 20, 1993     456.16     Nov 16, 1993     466.74     Feb 11, 1994     470.18
Aug 23, 1993     455.23     Nov 17, 1993     464.81     Feb 14, 1994     470.23
Aug 24, 1993     459.77     Nov 18, 1993     463.62     Feb 15, 1994     472.52
Aug 25, 1993     460.13     Nov 19, 1993     462.60     Feb 16, 1994     472.79
Aug 26, 1993     461.04     Nov 22, 1993     459.13     Feb 17, 1994     470.34
Aug 27, 1993     460.54     Nov 23, 1993     461.03     Feb 18, 1994     467.69
Aug 30, 1993     461.90     Nov 24, 1993     462.36     Feb 22, 1994     471.46
Aug 31, 1993     463.56     Nov 26, 1993     463.06     Feb 23, 1994     470.69
Sep 1, 1993      463.15     Nov 29, 1993     461.90     Feb 24, 1994     464.26
Sep 2, 1993      461.30     Nov 30, 1993     461.79     Feb 25, 1994     466.07
Sep 3, 1993      461.34     Dec 1, 1993      461.89     Feb 28, 1994     467.14
Sep 7, 1993      458.52     Dec 2, 1993      463.11     Mar 1, 1994      464.44
Sep 8, 1993      456.65     Dec 3, 1993      464.89     Mar 2, 1994      464.81
Sep 9, 1993      457.50     Dec 6, 1993      466.43     Mar 3, 1994      463.01
Sep 10, 1993     461.72     Dec 7, 1993      466.76     Mar 4, 1994      464.74
Sep 13, 1993     462.06     Dec 8, 1993      466.29     Mar 7, 1994      466.91
Sep 14, 1993     459.90     Dec 9, 1993      464.18     Mar 8, 1994      465.88
Sep 15, 1993     461.60     Dec 10, 1993     463.93     Mar 9, 1994      467.06
Sep 16, 1993     459.43     Dec 13, 1993     465.70     Mar 10, 1994     463.90
Sep 17, 1993     458.83     Dec 14, 1993     463.06     Mar 11, 1994     466.44
Sep 20, 1993     455.05     Dec 15, 1993     461.84     Mar 14, 1994     467.39
Sep 21, 1993     452.95     Dec 16, 1993     463.34     Mar 15, 1994     467.01
Sep 22, 1993     456.20     Dec 17, 1993     466.38     Mar 16, 1994     469.42
Sep 23, 1993     457.74     Dec 20, 1993     465.85     Mar 17, 1994     470.90
Sep 24, 1993     457.63     Dec 21, 1993     465.30     Mar 18, 1994     471.06
Sep 27, 1993     461.80     Dec 22, 1993     467.32     Mar 21, 1994     468.54
Sep 28, 1993     461.53     Dec 23, 1993     467.38     Mar 22, 1994     468.80
Sep 29, 1993     460.11     Dec 27, 1993     470.54     Mar 23, 1994     468.54
Sep 30, 1993     458.93     Dec 28, 1993     470.94     Mar 24, 1994     464.35
Oct 1, 1993      461.28     Dec 29, 1993     470.58     Mar 25, 1994     460.58
Oct 4, 1993      461.34     Dec 30, 1993     468.64     Mar 28, 1994     460.00
Oct 5, 1993      461.20     Dec 31, 1993     466.45     Mar 29, 1994     452.48
Oct 6, 1993      460.74     Jan 3, 1994      465.44     Mar 30, 1994     445.55
Oct 7, 1993      459.18     Jan 4, 1994      466.89     Mar 31, 1994     445.77
Oct 8, 1993      460.31     Jan 5, 1994      467.55     Apr 1, 1994      445.77
Oct 11, 1993     460.88     Jan 6, 1994      467.12     Apr 4, 1994      438.92
Oct 12, 1993     461.12     Jan 7, 1994      469.9      Apr 5, 1994      448.29
Oct 13, 1993     461.49     Jan 10, 1994     475.27     Apr 6, 1994      448.05
Oct 14, 1993     466.83     Jan 11, 1994     474.13     Apr 7, 1994      450.88
Oct 15, 1993     469.50     Jan 12, 1994     474.17     Apr 8, 1994      447.10
Oct 18, 1993     468.45     Jan 13, 1994     472.47     Apr 11, 1994     449.87
Oct 19, 1993     466.21     Jan 14, 1994     474.91     Apr 12, 1994     447.57
Oct 20, 1993     466.07     Jan 17, 1994     473.3      Apr 13, 1994     446.26
Oct 21, 1993     465.36     Jan 18, 1994     474.25     Apr 14, 1994     446.38
Oct 22, 1993     463.27     Jan 19, 1994     474.3      Apr 15, 1994     446.18
Oct 25, 1993     464.20     Jan 20, 1994     474.98     Apr 18, 1994     442.46
Oct 26, 1993     464.30     Jan 21, 1994     474.73     Apr 19, 1994     442.54
Oct 27, 1993     464.61     Jan 24, 1994     471.97     Apr 20, 1994     441.96
Oct 28, 1993     467.73     Jan 25, 1994     470.92     Apr 21, 1994     448.73
Oct 29, 1993     467.83     Jan 26, 1994     473.2      Apr 22, 1994     447.63
Nov 1, 1993      469.10     Jan 27, 1994     477.05     Apr 25, 1994     452.71
Nov 2, 1993      468.44     Jan 28, 1994     478.7      Apr 26, 1994     451.87
Nov 3, 1993      463.02     Jan 31, 1994     481.61     Apr 28, 1994     449.10
Nov 4, 1993      457.49     Feb 1, 1994      479.62     Apr 29, 1994     450.91
Nov 5, 1993      459.57     Feb 2, 1994      482.00     May 2, 1994      453.02
Nov 8, 1993      460.21     Feb 3, 1994      480.71     May 3, 1994      453.03
Nov 9, 1993      460.33     Feb 4, 1994      469.81     May 4, 1994      451.72
Nov 10, 1993     463.72     Feb 7, 1994      471.76     May 5, 1994      451.38


                                   Appendix B
                                     page 6
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             Date     S&P500             Date     S&P500
- ------------     ------     ------------     ------     ------------     ------
May 6, 1994      447.82     Aug 2, 1994      460.56     Oct 27, 1994     465.85
May 9, 1994      442.32     Aug 3, 1994      461.46     Oct 28, 1994     473.77
May 10, 1994     446.01     Aug 4, 1994      458.40     Oct 31, 1994     472.35
May 11, 1994     441.49     Aug 5, 1994      457.09     Nov 1, 1994      468.42
May 12, 1994     443.75     Aug 8, 1994      457.89     Nov 2, 1994      466.51
May 13, 1994     444.14     Aug 9, 1994      457.92     Nov 3, 1994      467.91
May 16, 1994     444.49     Aug 10, 1994     460.30     Nov 4, 1994      462.28
May 17, 1994     449.37     Aug 11, 1994     458.88     Nov 7, 1994      463.06
May 18, 1994     453.69     Aug 12, 1994     461.95     Nov 8, 1994      465.65
May 19, 1994     456.48     Aug 15, 1994     461.23     Nov 9, 1994      465.42
May 20, 1994     454.92     Aug 16, 1994     465.01     Nov 10, 1994     464.35
May 23, 1994     453.20     Aug 17, 1994     465.17     Nov 11, 1994     462.35
May 24, 1994     454.81     Aug 18, 1994     463.17     Nov 14, 1994     466.04
May 25, 1994     456.34     Aug 19, 1994     463.68     Nov 15, 1994     465.03
May 26, 1994     457.06     Aug 22, 1994     462.31     Nov 16, 1994     465.62
May 27, 1994     457.33     Aug 23, 1994     464.51     Nov 17, 1994     463.57
May 31, 1994     456.50     Aug 24, 1994     469.03     Nov 18, 1994     461.47
Jun 1, 1994      457.63     Aug 25, 1994     468.08     Nov 21, 1994     458.29
Jun 2, 1994      457.65     Aug 26, 1994     473.80     Nov 22, 1994     450.08
Jun 3, 1994      460.13     Aug 29, 1994     474.59     Nov 23, 1994     449.93
Jun 6, 1994      458.88     Aug 30, 1994     476.09     Nov 25, 1994     452.29
Jun 7, 1994      458.21     Aug 31, 1994     475.50     Nov 28, 1994     454.16
Jun 8, 1994      457.06     Sep 1, 1994      473.17     Nov 29, 1994     455.17
Jun 9, 1994      457.86     Sep 2, 1994      470.99     Nov 30, 1994     453.69
Jun 10, 1994     458.67     Sep 6, 1994      471.86     Dec 1, 1994      448.92
Jun 13, 1994     459.10     Sep 7, 1994      470.99     Dec 2, 1994      453.30
Jun 14, 1994     462.37     Sep 8, 1994      473.14     Dec 5, 1994      453.33
Jun 15, 1994     460.61     Sep 9, 1994      468.18     Dec 6, 1994      453.11
Jun 16, 1994     461.93     Sep 12, 1994     466.21     Dec 7, 1994      451.23
Jun 17, 1994     458.45     Sep 13, 1994     467.52     Dec 8, 1994      445.45
Jun 20, 1994     455.48     Sep 14, 1994     468.80     Dec 9, 1994      446.97
Jun 21, 1994     451.34     Sep 15, 1994     474.81     Dec 12, 1994     449.47
Jun 22, 1994     453.09     Sep 16, 1994     471.19     Dec 13, 1994     450.15
Jun 23, 1994     449.63     Sep 19, 1994     470.85     Dec 14, 1994     454.97
Jun 24, 1994     442.80     Sep 20, 1994     463.36     Dec 15, 1994     455.35
Jun 27, 1994     447.31     Sep 21, 1994     461.46     Dec 16, 1994     458.80
Jun 28, 1994     446.07     Sep 22, 1994     461.27     Dec 19, 1994     457.91
Jun 29, 1994     447.63     Sep 23, 1994     459.67     Dec 20, 1994     457.10
Jun 30, 1994     444.27     Sep 26, 1994     460.82     Dec 21, 1994     459.61
Jul 1, 1994      446.20     Sep 27, 1994     462.05     Dec 22, 1994     459.68
Jul 4, 1994      446.20     Sep 28, 1994     464.81     Dec 23, 1994     459.83
Jul 5, 1994      446.37     Sep 29, 1994     462.23     Dec 27, 1994     462.47
Jul 6, 1994      446.13     Sep 30, 1994     462.71     Dec 28, 1994     460.86
Jul 7, 1994      448.38     Oct 3, 1994      461.74     Dec 29, 1994     461.17
Jul 8, 1994      449.55     Oct 4, 1994      454.59     Dec 30, 1994     459.27
Jul 11, 1994     448.06     Oct 5, 1994      453.52     Jan 3, 1995      459.11
Jul 12, 1994     447.95     Oct 6, 1994      452.36     Jan 4, 1995      460.71
Jul 13, 1994     448.73     Oct 7, 1994      455.10     Jan 5, 1995      460.34
Jul 14, 1994     453.41     Oct 10, 1994     459.04     Jan 6, 1995      460.68
Jul 15, 1994     454.16     Oct 11, 1994     465.79     Jan 9, 1995      460.83
Jul 18, 1994     455.22     Oct 12, 1994     465.47     Jan 10, 1995     461.68
Jul 19, 1994     453.86     Oct 13, 1994     467.79     Jan 11, 1995     461.67
Jul 20, 1994     451.60     Oct 14, 1994     469.10     Jan 12, 1995     461.64
Jul 21, 1994     452.61     Oct 17, 1994     468.96     Jan 13, 1995     465.97
Jul 22, 1994     453.11     Oct 18, 1994     467.66     Jan 16, 1995     469.38
Jul 25, 1994     454.25     Oct 19, 1994     470.28     Jan 17, 1995     470.05
Jul 26, 1994     453.36     Oct 20, 1994     466.85     Jan 18, 1995     469.71
Jul 27, 1994     452.57     Oct 21, 1994     464.89     Jan 19, 1995     466.95
Jul 28, 1994     454.24     Oct 24, 1994     460.83     Jan 20, 1995     464.78
Jul 29, 1994     458.25     Oct 25, 1994     461.52     Jan 23, 1995     465.82
Aug 1, 1994      461.01     Oct 26, 1994     462.61     Jan 24, 1995     465.86


                                   Appendix B
                                     page 7
<PAGE>
                        Standard Poor's 500 Stock Index

        Date     S&P500             
- ------------     ------
Jan 25, 1995     467.44
Jan 26, 1995     468.32
Jan 27, 1995     470.39
Jan 30, 1995     468.51
Jan 31, 1995     470.42
























































                                   Appendix B
                                     page 8
    

<PAGE>
                                     PART C
                               OTHER INFORMATION

Item 24.      Financial Statements and Exhibits
              ---------------------------------

              (a) Financial Statements.

   
                  Included in Part A of the Registration Statement:

                  For the Permanent Portfolio:

                    Financial  Highlights  for each  share  outstanding  for the
                    years ended January 31, 1986 through 1995.

                  For the Treasury Bill Portfolio:

                    Financial  Highlights  for each  share  outstanding  for the
                    period  ended  January  31,  1988  and for the  years  ended
                    January 31, 1989 through 1995.

                  For the Versatile Bond Portfolio:

                    Financial  Highlights  for each  share  outstanding  for the
                    period  ended  January  31,  1992  and for the  years  ended
                    January 31, 1993 through 1995.

                  For the Aggressive Growth Portfolio:

                      Financial  Highlights for each share  outstanding  for the
                      period  ended  January  31,  1991 and for the years  ended
                      January 31, 1992 through 1995.

                  Included in Part B of the Registration Statement:

                  For the Permanent Portfolio:

                      Schedule of Investments at January 31, 1995.  Statement of
                      Assets and  Liabilities at January 31, 1995.  Statement of
                      Operations for the Year Ended January 31, 1995. Statements
                      of Changes in Net Assets for the Years  Ended  January 31,
                      1994 and 1995.

                  For the Treasury Bill Portfolio:

                      Schedule of Investments at January 31, 1995.  Statement of
                      Assets and  Liabilities at January 31, 1995.  Statement of
                      Operations for the Year Ended January 31, 1995. Statements
                      of Changes in Net Assets for the Years  Ended  January 31,
                      1994 and 1995.

                  For the Versatile Bond Portfolio:

                      Schedule of Investments at January 31, 1995.  Statement of
                      Assets and  Liabilities at January 31, 1995.  Statement of
                      Operations for the Year Ended January 31, 1995. Statements
                      of Changes in Net Assets for the Years  Ended  January 31,
                      1994 and 1995.

<PAGE>

                  For the Aggressive Growth Portfolio:

                      Schedule of Investments at January 31, 1995.  Statement of
                      Assets and  Liabilities at January 31, 1995.  Statement of
                      Operations for the Year Ended January 31, 1995. Statements
                      of Changes in Net Assets for the Years  Ended  January 31,
                      1994 and 1995.

                  For all Portfolios:

                      Notes to Financial Statements and Financial Highlights.
                      Independent Auditors' Report of KPMG Peat Marwick LLP.

                  Schedules Omitted:

                      Required schedules are included in Registrant's Reports.
    

              (b) Exhibits.

                  (1.1) Copy of Articles of Incorporation of Registrant. (a)

                  (1.2) Copy of Amendment to Articles of Incorporation of
                            Registrant. (f)

                  (2.1) Copy of Bylaws (a) and amendments to Bylaws (d) of
                            Registrant.

                  (2.2) Copy of Amendment to Bylaws of Registrant. (j)

                  (2.3) Copy of Amended and Restated Bylaws of Registrant. (n)

                  (3)   None.

                  (4)   Specimen copy of Common Stock of Registrant. (a)

   
                  (5)   Copy of  Investment  Advisory  Contract by and between
                        Registrant  and World Money Managers dated
                        September 10, 1993. (o)
    

                  (6.1) Copy of Selling Agreement between World Money Managers
                        and World Money  Securities,  Inc., as to Treasury Bill
                        Portfolio and  Aggressive  Growth Portfolio, dated
                        February 1, 1990. (j)

                  (6.2) Copy of Amendment to Selling  Agreement  between World
                        Money Managers and World Money  Securities, Inc., as to
                        Treasury Bill Portfolio and Aggressive Growth Portfolio,
                        dated March 18, 1991. (k)

                  (6.3) Copy of  Amendment  No. 2 to Selling  Agreement  between
                        World  Money  Managers  and World  Money Securities,
                        Inc., as to Treasury Bill Portfolio,  Versatile Bond
                        Portfolio and Aggressive  Growth Portfolio, dated
                        January 10, 1992. (m)

                  (7)   None.

                  (8.1) Copy of Custodian Agreement between Registrant and State
                         Street Bank and Trust Company. (c)

                  (8.2) Copy of Sub-Custodian  Agreement between State Street
                        Bank and Trust Company and Bank of Delaware.(e)
<PAGE>

                  (8.3) Copy of Subcustody  Agreement  between The Chase  
                        Manhattan Bank, N.A. and State Street Bank and Trust 
                        Company. (e)

                  (8.4) Copy of  Agreement  between  The  Chase  Manhattan
                        Bank,  N.A.  and Registrant. (f)

                  (8.5) Copy of  Amendment  to  Custodian  Contract  between
                        Registrant and State Street Bank and Trust Company. (h)

   
                  (8.6) Copy of Amendment to Custodian Contract between
                        Registrant and State Street Bank and Trust Company.
    

                  (9.1) Copy of Transfer Agent Agreement between Registrant and
                        AIM Financial Services, Inc. (f)

                  (9.2) Copy  of  Administrative   Agreement   between  World
                        Money Managers and Permanent Portfolio Information, Inc.
                        (f)

                 (10)   Opinion and Consent of Richard B. Rolnick,  Esq., filed
                        with respect to the Registration Statement under the
                        Securities Act of 1933. (l)

   
                 (11)   Consent and Report of Ernst & Young, Independent
                        Auditors. (o)

                 (11.1) Consent and Report of Ernst & Young LLP, Independent
                        Auditors.

                 (11.2) Consent of KPMG Peat Marwick LLP, Independent Auditors.
    

                 (12)   None.

                 (13)   None.

                 (14)   Copy  of  prototype  of  Individual  Retirement  Account
                        Custodial  Account Agreement to be entered into by those
                        of Registrant's shareholders who so desire and
                        Registrant's Custodian. (g)

                 (15)   None.

   
                 (16)   Schedules of Calculations of Performance Data.
         -----------------
    

     (a) Filed as Exhibits  (1),  (2), and (4),  respectively,  to  Registrant's
         Registration  Statement  on Form  N-1,  filed  with the  Commission  on
         January 12, 1982, and incorporated herein by this reference.

     (c) Filed as Exhibit (8) to Amendment  No. 2 to  Registrant's  Registration
         Statement on Form N-1,  filed with the  Commission on July 8, 1982, and
         incorporated herein by this reference.

     (d) Filed as Exhibit (2) to Amendment  No. 3 to  Registrant's  Registration
         Statement on Form N-1,  filed with the  Commission on October 12, 1982,
         and incorporated herein by this reference.

     (e) Filed as Exhibit (8) to Post-Effective  Amendment No. 3 to Registrant's
         Registration Statement on Form N-1A, filed with the Commission on
         April 1, 1985, and incorporated  herein by this reference.
<PAGE>

     (f) Filed as Exhibits (1), (8), and (9),  respectively,  to  Post-Effective
         Amendment No. 4 to  Registrant's  Registration  Statement on Form N-1A,
         filed with the Commission on March 7, 1986, and incorporated  herein by
         this reference.

     (g) Filed as an exhibit to Registrant's  Annual Report on Form N-1R for the
         year ended  December 31, 1983 and the month ended January 31, 1984, and
         incorporated herein by this reference.

     (h) Filed as Exhibit (8) to Post-Effective  Amendment No. 5 to Registrant's
         Registration  Statement  on Form N-1A,  filed with the  Commission  on
         March 17, 1987, and incorporated herein by this reference.

     (i) Filed as Exhibit (10) to Post-Effective Amendment No. 7 to Registrant's
         Registration  Statement  on Form N-1A,  filed with the  Commission  on
         March 31, 1988, and incorporated herein by this reference.

     (j) Filed  as  Exhibits  (2)  and  (6),  respectively,   to  Post-Effective
         Amendment No. 10 to Registrant's  Registration  Statement on Form N-1A,
         filed with the  Commission on May 31, 1990 and  incorporated  herein by
         this reference.

     (k) Filed as Exhibit (6) to Post-Effective Amendment No. 11 to Registrant's
         Registration Statement on Form N-1A, filed with the Commission on
         April 3, 1991, and incorporated herein by this reference.

     (l) Filed  as  Exhibit  (10)  to   Post-Effective   Amendment   No.  13  to
         Registrant's  Registration  Statement  on Form  N-1A,  filed  with  the
         Commission on July 29, 1991, and incorporated herein by this reference.

     (m) Filed  as  Exhibit  (6.3)  to   Post-Effective   Amendment  No.  15  to
         Registrant's  Registration  Statement  on Form  N-1A,  filed  with  the
         Commission on May 29, 1992, and incorporated herein by this reference.

   
     (n) Filed  as  Exhibit  (2.3)  to   Post-Effective   Amendment  No.  16  to
         Registrant's  Registration  Statement  in Form  N-1A,  filed  with  the
         Commission on June 1, 1993, and incorporated herein by reference.

     (o) Filed as Exhibit (5), (11) and (16) to Post-Effective  Amendment No. 17
         to  Registrant's  Registration  Statement on Form N-1A,  filed with the
         Commission on April 5, 1994, and incorporated herein by this reference.
    


Item 25.    Persons Controlled by or Under Common Control with Registrant
            -------------------------------------------------------------

            Permanent  Portfolio Family of Funds,  Inc., - Registrant  
            a Maryland corporation 
            World Money Securities,  Inc.,               - 100% owned subsidiary
            a Maryland corporation                         of Registrant*
            -------------------
            *Annual audited report of broker-dealer  for the year ended December
            31, 1994 was filed with the  Commission  on February  28, 1995 (File
            No. 8-38887) and is incorporated herein by this reference.

<PAGE>

     Item 26.  Number of Holders of Securities
               -------------------------------

               The number of record  holders of the only class of  securities of
               Registrant  issued  and  outstanding  as of  May 5,  1995  was as
               follows:

   
                    Title of Class           Number of Record Holders
              -----------------------------  ------------------------
              Common Stock, $.001 par value:
                   Permanent Portfolio            4,598
                   Treasury Bill Portfolio        4,054
                   Versatile Bond Portfolio         901
                   Aggressive Growth Portfolio      863
                                                 ------
              Total                              10,416
                                                 ======
    

Item 27.      Indemnification
              ---------------

              Reference  is made to Part One,  Paragraph  (5) of the  Investment
              Advisory Contract filed as Exhibit (5) hereto.

              Reference is made to Section  2-418 of the  Maryland  Corporations
              and Associations Law, which generally provides for indemnification
              of directors,  officers, employees and agents by reason of service
              in that capacity unless it is established that the act or omission
              of the  person  was  material  to the  matter  giving  rise to the
              proceeding,  and was  committed  in bad faith or was the result of
              active or deliberate  dishonesty,  or the person actually received
              an improper personal benefit in money,  property or services,  or,
              in the case of any criminal proceeding,  the person had reasonable
              cause to believe that the act or omission was unlawful.

              Reference  is made to Article  VIII of the  Amended  and  Restated
              Bylaws of the Registrant filed as Exhibit (2.3) hereto.

              Insofar  as  indemnification  for  liabilities  arising  under the
              Securities Act of 1933 may be permitted to directors,  officers or
              controlling  persons of the Registrant,  pursuant to the foregoing
              provisions,  or otherwise, the Registrant has been advised that in
              the  opinion  of  the  Securities  and  Exchange  Commission  such
              indemnification  is against  public policy as expressed in the Act
              and is,  therefore,  unenforceable.  In the event that a claim for
              indemnification  against such liabilities  (other than the payment
              by the  Registrant  of  expenses  incurred  or paid by a director,
              officer or controlling  person of the Registrant in the successful
              defense of any  action,  suit or  proceeding)  is asserted by such
              director,  officer or  controlling  person in connection  with the
              securities being  registered,  the Registrant will,  unless in the
              opinion of its counsel the matter has been settled by  controlling
              precedent,  submit  to a court  of  appropriate  jurisdiction  the
              question  whether  such  indemnification  by it is against  public
              policy as  expressed  in the Act and will be governed by the final
              adjudication of such issue.

Item 28.      Business and Other Connections of Investment Adviser
              ----------------------------------------------------

              See  "Organization  and Management" in the Prospectus  included as
              Part A of this  Registration  Statement  and  "Management"  in the
              Statement  of  Additional  Information  included as Part B of this
              Registration Statement.


<PAGE>

Item 29.      Principal Underwriters
              ----------------------

              (a) None.

              (b) The  following  information  is provided  with  respect to the
                  officers and directors of World Money Securities, Inc.:
<TABLE>
<CAPTION>

                                                                                     Positions and
                      Names and Principal         Positions and Offices with         Offices with
                       Business Address                  Underwriter                  Registrant
                   ----------------------     --------------------------------     ----------------
                   <S>                        <C>                                    <C>
                   Alan Sergy                 President, Secretary and Director      Secretary and
                   625 Second Street #102                                              Director
                   Petaluma, CA 94952

                   John B. Chandler              Vice President and Director             None.
                   207 Jefferson Square
                   Austin, TX 78731

                   Michael J. Cuggino                     Treasurer                    Treasurer
                   625 Second Street #102
                   Petaluma, CA 94952

</TABLE>

               (c) None.

Item 30.      Location of Accounts and Records
              --------------------------------

              Accounts,  books and other documents  required by Section 31(a) of
              the  Investment  Company Act of 1940, as amended,  and Rules 31a-1
              and 31a-2  promulgated  thereunder  are maintained and held in the
              offices  of  Registrant  and its  investment  adviser,  625 Second
              Street, Suite 102, Petaluma, California 94952.

              Records covering  shareholder  accounts are maintained and kept by
              Registrant's  transfer  agent,  Mutual Funds Service  Company,  73
              Tremont Street, Boston, Massachusetts 02108.

              Records covering portfolio transactions are maintained and kept by
              Registrant's  custodian,  State Street Bank and Trust Company, The
              Joseph  Palmer  Building-North  Wing,  One Heritage  Drive,  North
              Quincy, Massachusetts 02171.

Item 31.      Management Services
              -------------------

              Inapplicable.

Item 32.      Undertakings
              ------------

              Inapplicable.


<PAGE>
                                   SIGNATURES
                                   ----------

   
     Pursuant  to  the  requirements  of the  Securities  Act of  1933  and  the
Investment Company Act of 1940 the Registrant certifies that it meets all of the
requirements  for  effectiveness  of this  Post-Effective  Amendment  No.  19 to
Registration  Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has  duly  caused  this  Post-Effective  Amendment  No.  19 to  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of Petaluma, and State of California on the 30th day of
May, 1995.
    

                                       PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.



                                        By   TERRY COXON
                                            -----------------------------------
                                             Terry Coxon, President

   
     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Post-Effective  Amendment No. 19 to Registration Statement has been signed below
by the following persons in the capacities indicated on May 30, 1995.
    


*DAVID BERGLAND                     Director
- -----------------------------
David Bergland


TERRY COXON                         President and Director
- -----------------------------       (principal executive officer)
Terry Coxon


MICHAEL J. CUGGINO                  Treasurer
- -----------------------------       (principal financial and accounting officer)
Michael J. Cuggino


*ROBERT B. MARTIN, JR.              Director
- -----------------------------
Robert B. Martin, Jr.


ALAN SERGY                          Secretary and Director
- -----------------------------
Alan Sergy


*MARK TIER                          Director
- -----------------------------
Mark Tier

*By:       TERRY COXON
    ------------------------------------
           Terry Coxon, Attorney-in-fact






                                  Exhibit 8.6

                       AMENDMENT TO THE CUSTODIAN CONTRACT
                       -----------------------------------

     AGREEMENT  made by and between  State  Street Bank and Trust  Company  (the
"Custodian") and Permanent Portfolio Family of Funds, Inc. (the "Fund").

         WHEREAS, the Custodian and the Fund are parties to a custodian contract
dated  August  18,  1987  (the  "Custodian  Contract")  governing  the terms and
conditions  under which the Custodian  maintains  custody of the  securities and
other assets of the Fund; and

         WHEREAS,  the  Custodian  and the Fund  desire to amend  the  Custodian
Contract to provide for the  maintenance of the Fund's foreign  securities,  and
cash incidental to transactions  in such  securities,  in the custody of certain
foreign  banking  institutions  and  foreign  securities  depositories  acting a
sub-custodians  in  conformity  with the  requirements  of Rule 17f-5  under the
Investment Company Act of 1940;

         NOW  THEREFORE,   in  consideration  of  the  premises  and  convenants
contained herein, the Custodian and the Fund hereby amend the Custodian Contract
by the addition of the following terms and conditions;

         1.       Appointment of Foreign Sub-Custodians
                  -------------------------------------

                  The Fund hereby  authorizes  and  instructs  the  Custodian to
employ as  sub-custodians  for the Fund's securities and other assets maintained
outside  the  United  States  the  foreign  banking   institutions  and  foreign
securities    depositories   designated   on   Schedule   A   hereto   ("foreign
sub-custodians"). Upon receipt of "Proper Instructions", as defined in Section 5
of the Custodian  Contract,  together with a certified  resolution of the Fund's
Board of Directors,  the  Custodian  and the Fund may agree to amend  Schedule A
hereto from time to time to designate  additional  foreign banking  institutions
and foreign  securities  depositories to act as  sub-custodian.  Upon receipt of
Proper Instructions, the Fund may instruct the Custodian to cease the employment
of any one or more of such  sub-custodians for maintaining custody of the Fund's
assets.

         2.       Assets to be Held
                  -----------------

                  The  Custodian  shall limit the  securities  and other  assets
maintained  in the  custody  of the  foreign  sub-custodians  to:  (a)  "foreign
securities",  as defined in paragraph  (c)(1) of Rule 17f-5 under the Investment
Company Act of 1940,  and (b) cash and cash  equivalents  in such amounts as the
Custodian  or the Fund may  determine to be  reasonably  necessary to effect the
Fund's foreign securities transactions.



<PAGE>


         3.       Foreign Securities Depositories
                  -------------------------------

                  Except as may  otherwise  be  agreed  upon in  writing  by the
Custodian  and the  Fund,  assets of the Fund  shall be  maintained  in  foreign
securities  depositories  only through  arrangements  implemented by the foreign
banking  institutions  serving as  sub-custodians  pursuant to the terms hereof.
Where possible, such arrangements shall include entry into agreements containing
the provisions set forth in Section 5 hereof.

         4.       Segregation of Securities
                  -------------------------

                  The Custodian  shall identify on its books as belonging to the
Fund,  the foreign  securities  of the Fund held by each foreign  sub-custodian.
Each  agreement  pursuant  to which the  Custodian  employs  a  foreign  banking
institution shall require that such institution  establish a custody account for
the  Custodian  on behalf of the Fund and  physically segregate in that account,
securities and other assets of the Fund, and, in the event that such institution
deposits the Fund's securities in a foreign securities depository, that it shall
identify on its books as belonging to the Custodian,  as agent for the Fund, the
securities so deposited.

         5.       Agreements with Foreign Banking Institutions
                  --------------------------------------------

                  Each agreement  with a foreign  banking  institution  shall be
substantially  in the form set forth in Exhibit 1 hereto and shall provide that:
(a) the  Fund's  assets  will not be  subject  to any  right,  charge,  security
interest,  lien or claim of any kind in favor of the foreign banking institution
or its creditors or agents,  except a claim of payment for their safe custody or
administration;  (b)  beneficial  ownership for the Fund's assets will be freely
transferable  without  the  payment of money or value  other than for custody or
administration;  (c) adequate records will be maintained  identifying the assets
as  belonging  to the fund;  (d)  officers of or auditors  employed by, or other
representatives  of the  Custodian,  including  to the  extent  permitted  under
applicable law the  independent  public  accountants for the Fund, will be given
access to the books and records of the foreign banking  institution  relating to
its actions under its agreement with the  Custodian;  and (e) assets of the Fund
held by the foreign  sub-custodian  will be subject only to the  instructions of
the Custodian or its agents.

         6.       Access of Independent Accountants of the Fund
                  ---------------------------------------------

                  Upon  request  of the Fund,  the  Custodian  will use its best
efforts to arrange for the  independent  accountants  of the Fund to be afforded
access to the books and records of any foreign banking institution employed as a
foreign   sub-custodian  insofar  as  such  books  and  records  relate  to  the
performance  of such foreign  banking  institution  under its agreement with the
Custodian.
<PAGE>

         7.       Reports by Custodian
                  --------------------

                 The  Custodian  will  supply to the Fund from time to time,  as
mutually  agreed upon,  statements in respect of the securities and other assets
of the Fund held by  foreign  sub-custodians,  including  but not  limited to an
identification  of entities having possession of the Fund's securities and other
assets and advices or  notifications  of any  transfers of securities to or from
each  custodial  account  maintained by a foreign  banking  institution  for the
Custodian on behalf of the Fund  indicating,  as to securities  acquired for the
Fund, the identity of the entity having physical possession of such securities.

         8.       Transactions in Foreign Custody Account
                  ---------------------------------------

                  (a) Except as  otherwise  provided  in  paragraph  (b) of this
Section 8, the  provisions  of Sections  2.2 and 2.8 of the  Custodian  Contract
shall apply, mutatis mutandis to the foreign securities of the Fund held outside
the United States by foreign sub-custodians.

                  (b) Notwithstanding any provision of the Custodian Contract to
the contrary,  settlement and payment for securities received for the account of
the Fund and delivery of securities  maintained  for the account of the Fund may
be effected in accordance with the customary  established  securities trading or
securities  processing practices and procedures in the jurisdiction or market in
which  the  transactions  occurs,  including,  without  limitation,   delivering
securities  to the  purchaser  thereof or to a dealer  therefor (or an agent for
such  purchaser or dealer)  against a receipt with the  expectation of receiving
later payment for such securities from such purchaser or dealer.

                  (c)  Securities   maintained  in  the  custody  of  a  foreign
sub-custodian may be maintained in the name of such entity's nominee to the same
extent as set  forth in  Section  2.3 of the  Custodian  Contract,  and the Fund
agrees  to hold any such  nominee  harmless  from any  liability  as a holder of
record of such securities.

         9.       Liability of Foreign Sub-Custodians
                  -----------------------------------

                  Each  agreement  pursuant  to which  the  Custodian  employs a
foreign  banking  institution  as a  foreign  sub-custodian  shall  require  the
institution to exercise  reasonable care in the performance of its duties and to
indemnify,  and hold harmless,  the Custodian and each Fund from and against any
loss, damage, cost, expense,  liability or claim arising out of or in connection
with the institution's  performance of such obligations.  At the election of the
Fund, it shall be entitled to be subrogated to the rights of the Custodian  with
respect to any claims against a foreign banking  institution as a consequence of
any such loss, damage,  cost,  expense,  liability or claim if and to the extent
that the Fund has not been made whole for any such loss, damage,  cost, expense,
liability or claim.
<PAGE>

         10.      Liability of Custodian
                  ----------------------

                  The  Custodian  shall be liable for the acts or omissions of a
foreign  banking  institution  to the same  extent as set forth with  respect to
sub-custodians  generally in the Custodian  Contract and,  regardless of whether
assets are maintained in the custody of a foreign banking institution, a foreign
securities depository or a branch of a U.S. bank as contemplated by paragraph 13
hereof, the Custodian shall not be liable for any loss, damage,  cost,  expense,
liability  or claim  resulting  from  nationalization,  expropriation,  currency
restrictions,  or acts of war or terrorism  or any loss where the  sub-custodian
has otherwise exercised reasonable care. Notwithstanding the foregoing provision
of this paragraph 10, in delegating  custody duties to State Street London Ltd.,
the Custodian  shall not be relieved of any  responsibility  to the Fund for any
loss due to such  delegation,  except such loss as may result from (a) political
risk   (including,   but  not  limited  to,   exchange   control   restrictions,
confiscation,  expropriation,  nationalization,  insurrection,  civil  strife or
armed  hostilities) or (b) other losses (excluding a bankruptcy or insolvency of
State  Street  London  Ltd.  not caused by  political  risk) due to Acts of God,
nuclear  incident or other losses under  circumstances  where the  Custodian and
State Street London Ltd. have exercised reasonable care.

         11.      Reimbursement for Advances
                  --------------------------

                  If  the  Fund  requires  the  Custodian  to  advance  cash  or
securities for any purpose including the purchase or sale of foreign exchange or
of contracts  for foreign  exchange,  or in the event that the  Custodian or its
nominee shall incur or be assessed any taxes,  charges,  expenses,  assessments,
claims or  liabilities  in connection  with the  performance  of this  Contract,
except  such as may  arise  from  its or its  nominee's  own  negligent  action,
negligent  failure to act or willful  misconduct,  any property at any time held
for the account of the Fund shall be security  therefor and should the Fund fail
to repay the  Custodian  promptly,  the  Custodian  shall be entitled to utilize
available  cash and to dispose of the Fund  assets to the  extent  necessary  to
obtain reimbursement.

         12.      Monitoring Responsibilities
                  ---------------------------

                  The Custodian shall furnish  annually to the Fund,  during the
month of June, information concerning the foreign sub-custodians employed by the
Custodian. Such information shall be similar in kind and scope to that furnished
to the Fund in  connection  with the initial  approval of this  amendment to the
Custodian Contract. In addition,  the Custodian will promptly inform the Fund in
the  event  that the  Custodian  learns  of a  material  adverse  change  in the
financial  condition  of a foreign  sub-custodian  or any  material  loss of the
assets of the Fund or in the case of any foreign  sub-custodian  not the subject
of an exemptive order from the Securities and Exchange Commission is notified by
such foreign  sub-custodian  that there appears to be a  substantial  likelihood
that its shareholders'  equity will decline below $200 million (U.S.  dollars or
the equivalent thereof) or that its shareholders' equity has declined below $200
million (in each case  computed  in  accordance  with  generally  accepted  U.S.
accounting principles).
<PAGE>

         13.      Branches of U.S. Banks
                  ----------------------

                 (a)  Except as  otherwise  set forth in this  amendment  to the
Custodian  Contract,  the provisions hereof shall not apply where the custody of
the Fund assets is maintained in a foreign branch of a banking institution which
is a "bank" as defined by Section 2(a)(5) of the Investment  Company Act of 1940
meeting  the  qualification  set  forth  in  Section  26(a)  of  said  Act.  The
appointment of any such branch as a sub-custodian shall be governed by paragraph
1 of the Custodian Contract.

                  (b)  Cash  held for the Fund in the  United  Kingdom  shall be
maintained  in an interest  bearing  account  established  for the Fund with the
Custodian's  London  Branch,  which account shall be subject to the direction of
the Custodian, State Street London Ltd. or both.

         14.      Applicability of Custodian Contract
                  -----------------------------------

                  Except as  specifically  superseded  or modified  herein,  the
terms and provisions of the Custodian Contract shall continue to apply with full
force and effect.



<PAGE>


         IN WITNESS  WHEREOF,  each of the parties has caused this instrument to
be executed in its name and behalf by its duly authorized representative and its
seal hereunder affixed as of the 30th day of December, 1994.


ATTEST:                                     PERMANENT PORTFOLIO FAMILY OF
                                            FUNDS, INC.



MICHAEL J. CUGGINO                          By:      TERRY COXON
- -------------------------                     --------------------------------
(Title) Treasurer                             (Title) President


ATTEST:                                     STATE STREET BANK AND TRUST COMPANY



                                            By:
- -------------------------                     --------------------------------
                                               Executive Vice President





<PAGE>



                                   Schedule A


         The  following  foreign  banking  institutions  and foreign  securities
depositories have been approved by the Board of Directors of Permanent Portfolio
Family of Funds,  Inc. for use as  sub-custodians  for the Fund's securities and
other assets:




Country           Subcustodian                       Central Depository
- -------           ------------                       ------------------

Switzerland       Union Bank of Switzerland          Schweizerischer Effekten
                                                     -Giro Aktiengesellschaft
                                                     (Sega)

























Certified:

Terry Coxon
- --------------------------
Fund's Authorized Officer


Date:Dec. 30, 1994
     ---------------------



<PAGE>



                                                              EXHIBIT 1


                             SUBCUSTODIAN AGREEMENT

         AGREEMENT  made this       day of              ,  19  ,  between  State
Street  Bank and Trust  Company,  a  Massachusetts  trust  company  (hereinafter
referred to as the  "Custodian"),  having its principal place of business at 225
Franklin  Street,   Boston,   MA,  and                                          
(hereinafter referred to as the "Subcustodian"),  a                    organized
under the laws of                         and having an office at              .

         WHEREAS,  Custodian has been appointed to act as Trustee,  Custodian or
Subcustodian  of  securities  and monies on behalf of  certain of its  customers
including,  without limitation,  collective investment undertakings,  investment
companies subject to the U.S.  Investment  Company Act of 1940, as amended,  and
employee benefit plans subject to the U.S.  Employee  Retirement Income Security
Act of 1974, as amended;

         WHEREAS, Custodian wishes to establish Account (the "Account") with the
Subcustodian  to hold and  maintain  certain  property  for which  Custodian  is
responsible as custodian; and

         WHEREAS,  Subcustodian  agrees to establish the Account and to hold and
maintain all Property in the Account in accordance with the terms and conditions
herein set forth.

         NOW THEREFORE,  in consideration of the mutual covenants and agreements
hereinafter contained, the Custodian and the Subcustodian agree as follows:

I.       The Account
         -----------
         A.  Establishment  of  the  Account.  Custodian  hereby  requests  that
Subcustodian  establish  for each client of the Custodian an Account which shall
be composed of:

          1.   A Custody  Account  for any and all  Securities  (as  hereinafter
               defined) from time to time received by Subcustodian therefor, and

          2.   A Deposit Account for any and all Cash (as  hereinafter  defined)
               from time to time received by Subcustodian therefor.

         B. Use of the Account.  The Account shall be used  exclusively to hold,
acquire, transfer or otherwise care for, on behalf of Custodian as custodian and
the customers of Custodian and not for Custodian's own interest,  Securities and
such Cash or cash  equivalents  as are  transferred  to  Subcustodian  or as are
received in payment of any  transfer  of, or as payment  on, or interest  on, or
dividend from, any such Securities (herein collectively called "Cash").

         C.  Transfer of Property in the  Account.  Beneficial  ownership of the
Securities and Cash in the Account shall be freely transferable  without payment
of money or value other than for safe custody and administration.

         D. Ownership and Segregation of Property in the Account.  The ownership
of the property in the Account,  whether  Securities,  Cash or both, and whether
any such property is held by  Subcustodian in an Eligible  Depository,  shall be
clearly recorded on Subcustodian's  books as belonging to Custodian on behalf of
Custodian's  customers,  and not for Custodian's own interest and, to the extent
that Securities are physically held in the Account,  such Securities  shall also
be physically segregated from the general assets of Subcustodian,  the assets of
Custodian  in its  individual  capacity and the assets of  Subcustodian's  other
customers. In addition, Subcustodian shall maintain such other records as may be
necessary  to identify the  property  hereunder  as  belonging to each  Account.
<PAGE>

         E.  Registration  of  Securities in the Account.  Securities  which are
eligible  for deposit in a depository  as provided  for in Paragraph  III may be
maintained  with the  depository  in an account  for  Subcustodian's  customers.
Securities  which are not held in a depository and that are  ordinarily  held in
registered form will be registered in the name of Subcustodian or in the name of
Subcustodian's   nominee,   unless  alternate   Instructions  are  furnished  by
Custodian.

II.      Services to Be Provided By the Subcustodian
         -------------------------------------------
         The services  Subcustodian  will provide to Custodian and the manner in
which  such  services  will be  performed  will be as set  forth  below  in this
Agreement.

          A.  Services  Performed  Pursuant to  Instructions.  All  transactions
involving the  Securities  and Cash in the Account  shall be executed  solely in
accordance with Custodian's Instructions as that term is defined in Paragraph VI
hereof, except those described in paragraph B below.

          B. Services to Be Performed Without  Instructions.  Subcustodian will,
unless it receives Instructions from Custodian to the contrary:

             1.  Collect  Cash.  Promptly  collect and  receive  all  dividends,
income,  principal,  proceeds from  transfer and other  payments with respect to
property held in the Account, and present for payment all Securities held in the
Account which are called,  redeemed or retired or otherwise  become  payable and
all coupons and other income items which call for payment upon presentation, and
credit Cash receipts therefrom to the Deposit Account.

             2. Exchange  Securities.  Promptly  exchange  Securities  where the
exchange is purely ministerial  including,  without limitation,  the exchange of
temporary  Securities for those in definitive form and the exchange of warrants,
or other documents of entitlement to Securities, for the Securities themselves.

             3. Sale of Rights and Fractional  Interests.  Whenever notification
of a rights entitlement or a fractional  interest resulting from a rights issue,
stock  dividend  or stock  split is  received  for the  Account  and such rights
entitlement or fractional  interest bears an expiration date,  Subcustodian will
promptly endeavor to obtain  Custodian's  Instructions,  but should these not be
received  in time  for  Subcustodian  to take  timely  action,  Subcustodian  is
authorized to sell such rights entitlement or fractional  interest and to credit
the Account.

             4.  Execute  Certificates.  Execute  in  Custodian's  name  for the
Account,  whenever  Subcustodian deems it appropriate,  such ownership and other
certificates  as may be  required  to obtain  the  payment  of  income  from the
Securities held in the account.

             5. Pay Taxes and Receive  Refunds.  To pay or cause to be paid from
the Account  any and all taxes and levies in the nature of taxes  imposed on the
property in the  Account by any  governmental  authority,  and to take all steps
necessary to obtain all tax exemptions,  privileges or other benefits, including
reclaiming and recovering any foreign  withholding tax,  relating to the Account
and to execute any declaration,  affidavits,  or certificates of ownership which
may be necessary in connection therewith.

             6. Prevent Losses.  Take such steps as may be reasonably  necessary
to  secure  or  otherwise  prevent  the loss  of,  entitlements  attached  to or
otherwise relating to property held in the Account.
<PAGE>

         C.       Additional Services.
                  -------------------
                  1.  Transmission of Notices of Corporate Action. By such means
as  will  permit   Custodian  to  take  timely  action  with  respect   thereto,
Subcustodian  will promptly notify Custodian upon receiving  notices or reports,
or otherwise  becoming aware, of corporate action  affecting  Securities held in
the  Account  (including,  but not limited to,  calls for  redemption,  mergers,
consolidations,   reorganizations,   recapitalizations,  tender  offers,  rights
offerings, exchanges,  subscriptions and other offerings) and dividend, interest
and other income payments relating to such Securities.

                  2. Communications Regarding the Exercise of Entitlements. Upon
request by Custodian,  Subcustodian will promptly deliver, or cause any Eligible
Depository authorized and acting hereunder to deliver, to Custodian all notices,
proxies,  proxy  soliciting  materials  and other  communications  that call for
voting or the exercise of rights or other specific  action  (including  material
relative to legal  proceedings  intended to be transmitted to security  holders)
relating  to  Securities   held  in  the  Account  to  the  extent  received  by
Subcustodian or said Eligible Depository, such proxies or any voting instruments
to be  executed  by  the  registered  holder  of  the  Securities,  but  without
indicating the manner in which such Securities are to be voted.

                  3.  Monitor   Financial   Service.   In   furtherance  of  its
obligations under this Agreement,  Subcustodian will monitor a leading financial
service with respect to announcements and other information  respecting property
held in the Account,  including announcements and other information with respect
to corporate actions and dividend, interest and other income payments.

III.     Use of Securities Depository
         ----------------------------
Subcustodian may, with the prior written approval of Custodian,  maintain all or
any part of the  Securities  in the  Account  with a  securities  depository  or
clearing  agency which is  incorporated or organized under the laws of a country
other than the United  States of America and is  supervised  or  regulated  by a
government  agency or regulatory  authority in the foreign  jurisdiction  having
authority over such depositories or agencies, and which operates (a) the central
system for  handling of  designated  securities  or  equivalent  book entries in
                 ,  or (b) a  transnational  system for the central  handling of
securities or equivalent  book entries  (herein called  "Eligible  Depository"),
provided  however,  that, while so maintained,  such Securities shall be subject
only  to  the  directions  of  Subcustodian,   and  that  Subcustodian   duties,
obligations and  responsibilities  with regard to such  Securities  shall be the
same as if such Securities were held by Subcustodian on its premises.

IV.      Claims Against Property in the Account
         --------------------------------------
The property in the account shall not be subject to any right, charge,  security
interest,  lien or  claim  of any  kind  (collectively  "Charges")  in  favor of
Subcustodian  or any Eligible  Depository or any creditor of  Subcustodian or of
any  Eligible  Depository  except a claim for payment for such  property's  safe
custody  or  administration  in  accordance  with the  terms of this  Agreement.
Subcustodian  will  immediately  notify Custodian of any attempt by any party to
assert any Charge  against the  property  held in the Account and shall take all
lawful  actions to protect such property  from such Charges until  Custodian has
had a reasonable time to respond to such notice.

V.       Subcustodian's Warranty
         -----------------------
Subcustodian represents and warrants that:

         (A) It is a branch of a "qualified  U.S. bank" or an "eligible  foreign
custodian"  as those terms are defined in Rule 17f-5 of the  Investment  Company
Act of 1940, a copy of which is attached  hereto as  Attachment A (the  "Rule"),
and Subcustodian  shall  immediately  notify  Custodian,  in writing or by other
authorized means, in the event that there appears to be a substantial likelihood
that Subcustodian will cease to qualify under the Rule as currently in effect or
as hereafter amended, or
<PAGE>

         (B) It is the subject of an exemptive order issued by the United States
Securities  and  Exchange  Commission  which order  permits  Custodian to employ
Subcustodian  notwithstanding  the fact that Subcustodian fails to qualify under
the terms of the Rule, and Subcustodian shall immediately  notify Custodian,  in
writing or by other authorized  means, if for any reason it is no longer covered
by such exemptive order.

Upon receipt of any such notification required under (A) or (B) of this section,
Custodian  may  terminate  this  Agreement  immediately  without prior notice to
Subcustodian.

VI.      Definitions
         -----------
         A.       Instructions.  The term "Instructions" means:

                  1. instructions  in writing signed by authorized  individuals
designated as such by Custodian;

                  2. telex or tested telex instructions of Custodian;

                  3. other forms of  instructions  in computer  readable form as
shall customarily be used for the transmission of like information, and

                  4. such other forms of  communication as from time to time may
be agreed upon by Custodian and  Subcustodian,  which  Subcustodian  believes in
good faith to have been given by Custodian or which are transmitted  with proper
testing or  authentication  pursuant to terms and conditions which Custodian may
specify.

Unless otherwise  expressly  provided,  all Instructions  shall continue in full
force  and  effect  until  canceled  or  superseded.  Subcustodian  shall act in
accordance with  Instructions and shall not be liable for any act or omission in
respect of any Instruction  except in the case of willful  default,  negligence,
fraud, bad faith,  willful  misconduct,  or reckless  disregard of duties on the
part of  Subcustodian.  Subcustodian  in executing  all  Instructions  will take
relevant  action  in  accordance  with  accepted  industry  practice  and  local
settlement practice.

          B.        Account. The term "Account" means collectively the Custody
Account, and the Deposit Account.

          C.        Securities.  The term "Securities"  includes,  without  
limitation,stocks,  shares, bonds,  debentures,  debt securities (convertible or
non-convertible),   notes,   or  other   obligations   or  securities   and  any
certificates,  receipts, futures contracts, foreign exchange contracts, options,
warrants, scrip or other instruments representing rights to receive, purchase or
subscribe  for the same,  or  evidencing  or  representing  any other  rights or
interests therein, or in any property or assets.

VII.     Miscellaneous Provisions
         ------------------------
         A. Statements Regarding the Account. Subcustodian will supply Custodian
with such statements  regarding the Account as Custodian may request,  including
the  identity  and location of any  Eligible  Depository  authorized  and acting
hereunder.  In  addition,  Subcustodian  will  supply  Custodian  an  advice  or
notification  of any transfers of Securities to or from the Account  indicating,
as  to  Securities  acquired  for  the  Account,  if  applicable,  the  Eligible
Depository having physical possession of such Securities.
<PAGE>

         B. Examination of Books and Records. Subcustodian agrees that its books
and  records  relating  to the Account  and  Subcustodian's  actions  under this
Agreement  shall be open to the physical,  on-premises  inspection  and audit at
reasonable times by officers of, auditors  employed by or other  representatives
of   Custodian   including   (to  the   extent   permitted   under  the  law  of
                 )  the  independent  public  accountants  for any  customer  of
Custodian  whose  property  is being held  hereunder  and such books and records
shall be  retained  for such  period as shall be agreed  upon by  Custodian  and
Subcustodian.

As Custodian may reasonably request from time to time, Subcustodian will furnish
its auditor's reports on its system of internal controls,  and Subcustodian will
use its best  efforts  to obtain and  furnish  similar  reports of any  Eligible
Depository authorized and acting hereunder.

         C. Standard of Care. In holding,  maintaining,  servicing and disposing
of  Property  under this  Agreement,  and in  fulfilling  any other  obligations
hereunder,  Subcustodian  shall  exercise  the  same  standard  of care  that it
exercises  over its own assets,  provided that  Subcustodian  shall  exercise at
least the  degree of care and  maintain  adequate  insurance  as  expected  of a
prudent  professional  Subcustodian  for hire and  shall  assume  the  burden of
proving that it has exercised  such care in its  maintenance of Property held by
Subcustodian  in its  Account.  The  maintenance  of the Property in an Eligible
Depository  shall not affect  Subcustodian's  standard of care, and Subcustodian
will remain as fully responsible for any loss or damage to such securities as if
it had itself  retained  physical  possession of them.  Subcustodian  shall also
indemnify and hold harmless Custodian and each of Custodian's customers from and
against  any  loss,  damage,  cost,  expense,   liability  or  claim  (including
reasonable attorney's fees) arising out of or in connection with the improper or
negligent performance or the nonperformance of the duties of Subcustodian.

Subcustodian  shall be responsible  for complying with all provisions of the law
of                 ,  or any other law, applicable to Subcustodian in connection
with its duties  hereunder,  including  (but not  limited to) the payment of all
transfer taxes or other taxes and compliance with any currency  restrictions and
securities laws in connection with its duties as Subcustodian.

         D. Loss of Cash or Securities. Subcustodian agrees that, in the even of
any loss of  Securities or Cash in the Account,  Subcustodian  will use its best
efforts to ascertain the  circumstances  relating to such loss and will promptly
report the same to Custodian and shall use every legal means  available to it to
effect the quickest possible recovery.

         E.   Compensation  of   Subcustodian.   Custodian   agrees  to  pay  to
Subcustodian  from  time to time such  compensation  for its  services  and such
out-of-pocket or incidental expenses of Subcustodian  pursuant to this Agreement
as may be mutually agreed upon in writing from time to time.

         F.  Operating  Requirements.  The  Subcustodian  agrees to follow  such
         Operating  Requirements  as the Custodian  may  establish  from time to
         time.  A copy of the  current  Operating  Requirements  is  attached as
         Attachment B to this Agreement.

         G.  Termination.  This Agreement may be terminated by  Subcustodian  or
Custodian  on 60 days'  written  notice to the other party,  sent by  registered
mail, provided that any such notice, whether given by Subcustodian or Custodian,
shall be followed  within 60 days by  Instructions  specifying  the names of the
persons to whom Subcustodian  shall deliver the Securities in the Account and to
whom the Cash in the  account  shall be paid.  If within 60 days  following  the
giving  of such  notice  of  termination,  Subcustodian  does not  receive  such
Instructions,  Subcustodian  shall  continue  to hold such  Securities  and Cash
subject to this Agreement until such  Instructions are given. The obligations of
the  parties  under  this  Agreement  shall  survive  the  termination  of  this
Agreement.
<PAGE>

         G. Notices.  Unless otherwise specified in this Agreement,  all notices
and communications with respect to matters  contemplated by this Agreement shall
be in writing,  and delivered by mail, postage prepaid,  telex,  SWIFT, or other
mutually agreed telecommunication methods to the following addresses (or to such
other  address as either party hereto may from time to time  designate by notice
duly given in accordance with this paragraph):

         To Subcustodian:

         To Custodian:                      State Street Bank and Trust Company
                                            Securities Operations/
                                            Network Administration
                                            P.O. Box 1631
                                            Boston, MA 02105

         H. Confidentiality.  Subcustodian and Custodian shall each use its best
efforts to maintain the  confidentiality  of the property in the Account and the
beneficial  owners  thereof,  subject,  however,  to the provisions of any laws,
requiring disclosure.  In addition,  Subcustodian shall safeguard any test keys,
identification  codes or other  security  devices  which  Custodian  shall  make
available  to it.  The  Subcustodian  further  agrees it will not  disclose  the
existence  of  this  Agreement  or  any  current  business  relationship  unless
compelled  by  applicable  law  or  regulation  or  unless  it has  secured  the
Custodian's written consent.

         I.  Assignment.  This Agreement shall not be assignable by either party
but  shall  bind  any  successor  in  interest  of  Custodian  and  Subcustodian
respectively.

         J. Governing Law. This Agreement  shall be governed by and construed in
accordance with the laws of              .  To the extent inconsistent with this
Agreement   or   Custodian's   Operating   Requirements   as  attached   hereto,
Subcustodian's  rules and  conditions  regarding  accounts  generally or custody
accounts specifically shall not apply.


CUSTODIAN:  STATE STREET BANK AND TRUST COMPANY

By: 
   -------------------------------
Date:
     -----------------------------

AGREED TO BY SUBCUSTODIAN


- ----------------------------------
By: 
   -------------------------------
Date:
     -----------------------------







                                 Exhibit 11.1

               CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS



We  consent  to the  references  to  our  firm  under  the  captions  "Financial
Highlights" in the  Prospectus  and  "Financial  Statements" in the Statement of
Additional  Information  and to the use of our report dated March 18, 1994, with
respect to the  financial  statements  and  financial  highlights  of  Permanent
Portfolio Family of Funds,  Inc. in this  Post-Effective  Amendment Number 19 to
the Registration Statement (Form N-1A No. 2-75661) dated May 31, 1995.


                                                               ERNST & YOUNG LLP



Boston, Massachusetts
May 26, 1995


<PAGE>


                                    REPORT OF
                              INDEPENDENT AUDITORS


To the Shareholder and Directors
Permanent Portfolio Family of Funds, Inc.


We have  audited  the  accompanying  statement  of  changes in net assets of the
Permanent  Portfolio  Family  of  Funds,  Inc.  (comprising,  respectively,  the
Permanent Portfolio,  the Treasury Bill Portfolio,  the Versatile Bond Portfolio
and the Aggressive  Growth  Portfolio),  for the year ended January 31, 1994 and
the  financial  highlights  for each of the periods  indicated  therein  through
January 31, 1994.  These financial  statements and financial  highlights are the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audit.

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.  Our  procedures  included  confirmation  of securities  owned as of
January 31, 1994 by  correspondence  with the  custodian and brokers or by other
appropriate auditing procedures where replies from brokers were not received. 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 changes in net assets of
each of the respective  portfolios  constituting  Permanent  Portfolio Family of
Funds, Inc. for the year ended January 31, 1994, and their financial  highlights
for  each  of the  periods  indicated  therein  through  January  31,  1994,  in
conformity with generally accepted accounting principles.

As discussed in Note 8 to the  financial  statements,  on February 9, 1994,  the
Fund and  certain of its  officers  and  affiliates  received a letter  from the
Securities and Exchange  Commission alleging violations of certain provisions of
the federal securities laws. The ultimate outcome of any legal or administrative
proceedings  resulting from these  allegations  cannot  presently be determined.
Accordingly, no provision for any liability that may result has been made in the
financial statements.
                                                               Ernst & Young LLP
Boston, Massachusetts
March 18, 1994



                                 Exhibit 11.2

                          Independent Auditors' Consent

The Board of Directors and Shareholders
Permanent Portfolio Family of Funds, Inc.:

We consent to the use of our  report  dated  March 17,  1995,  on the  financial
statements and financial highlights of Permanent Portfolio Family of Funds, Inc.
(comprising, respectively, the Permanent Portfolio, the Treasury Bill Portfolio,
the Versatile Bond Portfolio and the Aggressive  Growth Portfolio) (the "Funds")
for the year ended January 31, 1995, in the Permanent Portfolio Family of Funds,
Inc.  Post-Effective  Amendment  No.  19 to the  Registration  Statement  Number
33-75661 on Form N-1A under the  Securities  Act of 1933 and Amendment No. 19 to
the  Registration  Statement  Number  811-3379 on Form N-1A under the Investment
Company Act of 1940.  We also  consent to the  references  to our Firm under the
headings  "Financial  Highlights" and "Reports" in the Prospectus and "Financial
Statements" in the Statement of Additional  Information.  We also consent to the
reference to our Firm as "Experts" in the Statement of Additional Information.

Our report dated March 17, 1995,  contains an explanatory  paragraph that states
that the Fund and certain of its officers and affiliates  received a letter from
the Securities and Exchange Commission alleging violations of certain provisions
of  the  federal   securities  laws.  The  ultimate  outcome  of  any  legal  or
administrative  proceedings resulting from these allegations cannot presently be
determined.

                                                           KPMG Peat Marwick LLP

San Francisco, California
May 26, 1995




                                  Exhibit 16

                    PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                               PERMANENT PORTFOLIO
                          PERFORMANCE DATA CALCULATIONS



       n
P (1+T)  = ERV

P = initial  investment in shares 
T = average  annual total return 
n = number of days
ERV = ending redeemable value

Average annual total return for 1 year ended 1/31/95:

       n
P (1+T)  = ERV

           1
1,000 (1+T)  = 952.87

1+T = .95287

T = (4.71)%

Average annual total return for 5 years ended 1/31/95:

       n
P (1+T)  = ERV

           5
1,000 (1+T)  = 1,213.59

             1/5
1+T = 1.21359

1+T = 1.0395

T = 3.95%

Average annual total return for 10 years ended 1/31/95:

       n
P (1+T)  = ERV

           10
1,000 (1+T)   = 1,748.13

             1/10
1+T = 1.74813

1+T = 1.0574

T = 5.74%


<PAGE>


                    PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                             TREASURY BILL PORTFOLIO
                          PERFORMANCE DATA CALCULATIONS




Yield for 7 days ended 1/31/95:

Share price at 1/24/95 (net of capital gains):       $66.35
Share price at 1/31/95 (net of capital gains):       $66.40


     (                         )
     (      66.40 - 66.35      )            365
     (       -------------     )     *      ---       =     3.93%
     (           66.35         )             7


Effective yield for 7 days ended 1/31/95:


              [(                           )  ^   52.14   ]
              [(        66.40 - 66.35      )              ]
              [(  1  +  -------------      )              ] -  1  =   4.01%
              [(            66.35          )              ] 



<PAGE>


                    PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                            VERSATILE BOND PORTFOLIO
                          PERFORMANCE DATA CALCULATIONS


       n
P (1+T) = ERV 

P = initial  investment in shares 
T = average annual total return
n = number of days 
ERV = ending redeemable value

Average annual total return for 1 year ended 1/31/95:

       n
P (1+T)  = ERV

           1           1
1,000 (1+T)  = 1,026.73

1+T = 1.02673

T = 2.67%

Average annual total return for 3-years, 127-days ended 1/31/95:

       n
P (1+T)  = ERV

           3.3479
1,000 (1+T)      = 1,137.39

              1/3.3479
1+T = 1.13739

1+T = 1.0392

T = 3.92%

Yield for 30 days ended 1/31/95:

                            [(                   )  6    ]
    YIELD    =              [(       a-b    + 1  )       ]
                     2      [(      -------      )    -1 ]
                            [(      (c)(d)       )       ]

a = dividends and interest earned during the period

b = expenses accrued for the period (net of reimbursements)

c = the average daily number of shares  outstanding  during the period that were
    entitled to receive dividends

d = the maximum offering price per share on the last day of the period

                            [(                                )  6    ]
                            [(      133,095.95-17,977.07 + 1  )       ]
    YIELD    =       2      [(      --------------------      )    -1 ]
                            [(      (421,894.717)(54.90)      )       ]
                     



                            [(                                )  6    ]
                            [(      115,118.88    +1          )       ]
    YIELD    =       2      [(      -------------             )    -1 ]
                            [(      23,162,019.96             )       ]
                     

                            [(                                )  6    ]
                            [(                                )       ]
    YIELD    =       2      [(      1.00497016                )    -1 ]
                            [(                                )       ]
                     


                            [(                                        ]
                            [(                                        ]
    YIELD    =       2      [(      .030193962                        ]
                            [(                                        ]
                     

    YIELD    =       6.0388%

<PAGE>


                    PERMANENT PORTFOLIO FAMILY OF FUNDS, INC.
                           AGGRESSIVE GROWTH PORTFOLIO
                          PERFORMANCE DATA CALCULATIONS


       n
P (1+T)  = ERV

P = initial  payment 
T = average  annual  total  return 
n = number of days 
ERV = ending redeemable value

Average annual total return for 1 year ended 1/31/95:

       n
P (1+T)  = ERV

           1
1,000 (1+T)  = 971.79

1+T =.97179

T = (2.82)%


Average annual total return for 5-years ended 1/31/95:

       n
P (1+T)  = ERV

           5
1,000 (1+T) = 1,642.43

             1/5
1+T = 1.64243

1+T = 1.1043

T = 10.43%


Average annual total return for 5-years 29-days ended 1/31/95:

       n
P (1+T)  = ERV

           5.079
1,000 (1+T)      = 1,642.23

             1/5.079
1+T = 1.64223

1+T = 1.1026

T = 10.26%










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