FORTIS INCOME PORTFOLIOS INC
N-30D, 1995-03-27
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<PAGE>

FORTIS U.S. GOVERNMENT SECURITIES SEMI-ANNUAL REPORT

CONTENTS
Letter to Shareholders                          1
Schedule of Investments                         3
Statement of Assets and Liabilities             4
Statement of Operations                         5
Statements of Changes in Net Assets             6
Notes to Financial Statements                   7
Board of Directors and Officers                 9

HIGHLIGHTS
<TABLE>
<CAPTION>

<S>                           <C>        <C>       <C>       <C>        <C>
For the six-month period ended January 31, 1995:
                              Class A*   Class B*  Class C*  Class E    Class H*
Net Asset Value per share:
Beginning of period             $8.63     $8.63     $8.63     $9.03      $8.63
End of period                   $8.72     $8.72     $8.72     $8.72      $8.72
Distributions per share:
From net investment income     $0.142    $0.126     $0.126   $0.339     $0.126

<FN>
*Period from November 14, 1994 (commencement of operations) to January 31, 1995.
</TABLE>


HOW TO USE THIS REPORT
For a quick overview of the fund's performance during the past  six months,
refer to the Highlights box below. The letter from the portfolio manager and
president provides a more detailed analysis of the fund and financial markets.

The charts alongside the letter are useful because they provide more information
about your investments. The top holdings chart shows the types of securities in
which the fund invests, and the pie chart shows a breakdown of the fund's assets
by sector.

The performance chart graphically compares the fund's total return performance
with a selected investment index. Remember, however, that an index may reflect
the performance of securities the fund may not hold. Also, the index does not
deduct sales charges, investment advisory fees and other fund expenses, whereas
your fund does. Individuals cannot buy an unmanaged index fund without incurring
some charges and expenses. Sales charges pay for your investment
representative's advice.

This report is just one of several tools you can use to learn more about your
investment in the Fortis Family of Mutual Funds. Your investment representative,
who understands your personal financial situation, can best explain the features
of your investment and how it's designed to help you meet your financial goals.

TOLL-FREE PERSONAL ASSISTANCE
Shareholder Services

(800) 800-2638, Ext. 3012 or 3014

7:30 a.m. to 5:30 p.m. CST, M-Th

7:30 a.m. to 5:00 p.m. CST, F


TOLL-FREE INFORMATION LINE
For daily account balances, transaction activity or net asset value information
(800) 800-2638, Ext. 4344 24 hours a day

FOR MORE INFORMATION ABOUT FORTIS FINANCIAL GROUP'S FAMILY OF PRODUCTS, CALL
YOUR INVESTMENT REPRESENTATIVE OR THE HOME OFFICE AT (800) 800-2638. TO ORDER
PROSPECTUSES OR SALES LITERATURE FOR ANY FORTIS PRODUCT, CALL (800) 800-2638
EXT. 4579.

<PAGE>

DEAR SHAREHOLDER,

We're pleased to present the Fortis U.S. Government Securities Fund semi-annual
report for the period ended January 31, 1995.

ECONOMIC REVIEW AND INVESTMENT STRATEGIES

As we reflect upon the recent investment period, we can safely say that it was a
most difficult time for investors. In general, the bond market suffered its
largest 12-month losses since systematic records began about 50 years ago. For
example, the total return of a 30-year treasury bond from January 1, 1994,
through December 31, 1994, was -11.9 percent.

The market's troubles started in February 1994 when the Federal Reserve began a
restrictive interest rate policy that led to six interest rate hikes during the
year. This rate environment contributed to investor unease. Investors tried to
accurately size up the course of the Fed's monetary policy, only to repeatedly
underestimate how committed it was to containing inflation. We believe the
monetary tightening will have a positive long-term effect on stocks and bonds,
as it demonstrates the Federal Reserve's resolve to keep inflation in check.
However, this long-term effect does not preclude temporary sell-offs based on
concerns that rate hikes are either excessive or insufficient.

PORTFOLIO REVIEW

Portfolio shifts were very modest during this six-month period. Last summer, the
portfolio's duration was slightly more than five years. Now it stands at
approximately 4.5 years.

At the beginning of the investment period, the asset split was 50 percent
mortgage-backed securities and 50 percent treasuries. By January 31, 1995,
mortgages were reduced to 46 percent and other government securities were
increased to 54 percent. In addition, our mortgage-backed derivative position
has declined to less than 2 percent of net assets.

While the Fed could tighten interest rates further during 1995, we believe we
are near the point where increased interest rates will cause growth to slow.
When that happens, and assuming inflation remains under control, interest rates
could stabilize -- and even recede somewhat.

IN CLOSING

Finally we're pleased to announce the addition of class share pricing, which
offers investors a choice of purchasing plans. Each class of shares represents
the same investment portfolio, the same fund philosophy and the same
professional money management you've come to associate with Fortis Financial
Group. As you invest, consider the amount of your investment, the length of time
you plan to hold it, your current financial needs and the expenses of each class
of shares. Then, talk with your financial advisor to determine the class of
shares that best meets your financial needs and goals.

We appreciate your investment in the Fortis U.S. Government Securities Fund. If
you have any questions, please call us or talk with your investment
professional.

Sincerely,

Dean C. Kopperud

President


Dennis M. Ott

Vice President

February 23, 1995



TOP TEN HOLDINGS AS OF 1/31/95

                                                  PERCENT OF
BONDS                                             NET ASSETS
1.   U.S. Treasury Note (9.375%) 1996                 7.7%
2.   U.S. Treasury Note (9.00%) 1998                  7.0%
3.   U.S. Treasury Bond (8.125%) 2021                 5.5%
4.   U.S. Treasury Note (8.75%) 1997                  5.2%
5.   FHLB Note (7.31%) 2004                           4.9%
6.   U.S. Treasury Note (8.875%) 1998                 4.2%
7.   U.S. Treasury Note (8.25%) 1998                  4.2%
8.   U.S. Treasury Note (7.875%) 2001                 4.1%
9.   U.S. Treasury Note (7.875%) 1998                 4.1%
10.  U.S. Treasury Note (11.50%) 1995                 4.0%


<PAGE>

U.S. GOVERNMENT SECURITIES FUND CLASS A, B, C AND H TOTAL RETURNS

                              WITHOUT        WITH
                           SALES CHARGE   SALES CHARGE
Class A shares+               +2.71%         -1.91%

                              WITHOUT         WITH
                               CDSC          CDSC++
Class B shares+               +2.53%         -1.07%
Class C shares+               +2.53%         -1.07%
Class H shares+               +2.53%         -1.07%

The performance of the separate classes will vary based on the differences in
sales loads and distribution fees paid by shareholders investing in the
different classes. Past performance is not indicative of future performance.
Total returns include reinvestment of all dividend and capital gains
distributions.  Class A has a maximum sales charge of 4.5%.

  +Since November 14, 1994 (commencement of operations) -- Date shares were
first offered to the public.
++Assumes redemption on January 31, 1995.


SCHEDULE OF INVESTMENTS
(Unaudited)
January 31, 1995
U. S. Government and Agencies - 98.17%
<TABLE>
<CAPTION>

   PRINCIPAL                                                                            MARKET
     AMOUNT                                                         COST (A)            VALUE (B)

                 FEDERAL HOME LOAN BANK - 4.87%
                 NOTE:
<S>              <C>                                                <C>                 <C>
$25,000,000      7.31%  2004                                        $ 24,907,575        $ 24,080,475
                 FEDERAL HOME LOAN MORTGAGE CORP. - 5.58%
                 MORTGAGE BACKED SECURITIES:
  6,188,650      9.00%  2022                                           6,581,243           6,291,147
 11,852,950      9.50%  2016                                          12,754,885          12,282,619
    496,875      10.50% 2015                                             534,296             529,016
    338,405      11.25% 2013                                             367,170             365,583
  1,352,278      11.50% 2015-2019                                      1,475,101           1,466,376
  1,525,303      11.75% 2010-2015                                      1,669,911           1,660,674
                                                                      23,382,606          22,595,415
                 REMICS:
  2,600,000      9.00%  Trust #136-D PAC 2020                          2,613,000           2,655,741
    122,502      12.87% Trust #1364-L Interest
                  Only Strip I/O-ette 2005 (e)                         1,000,892           2,303,042
                                                                       3,613,892           4,958,783

                 TOTAL FEDERAL HOME LOAN
                  MORTGAGE CORP. SECURITIES                           26,996,498          27,554,198

<CAPTION>
                 FEDERAL NATIONAL MORTGAGE ASSOCIATION - 26.35%
                 MORTGAGE BACKED SECURITIES:
 24,722,673      7.50%  2022-2024                                     24,529,775          23,471,087
 35,844,756      8.00%  2024-2025                                     34,793,144          34,892,613
    227,405      9.00%  2020                                             225,202             231,029
  2,532,448      9.75%  2020                                           2,731,878           2,652,342
  1,983,372      10.00%  2020                                          2,163,735           2,097,416
  1,685,915      10.50%  2012-2018                                     1,792,843           1,809,723
    412,992      10.75%  2013                                            425,382             445,708
  5,032,590      11.00%  2015-2020                                     5,406,122           5,460,360
    706,992      11.25%  2013                                            742,342             769,959
    465,327      12.00%  2014-2016                                       495,436             512,733
  1,005,637      12.50%  2015                                          1,135,741           1,115,000
                                                                      74,441,600          73,457,970
                 NOTE:
 13,800,000      8.90%  2000                                          14,897,376          14,446,668
                 REMICS:
  6,307,416      6.50%  Trust #1991-59X
                 Z-Tranche 2019 (f)                                    6,315,303           5,483,535
  3,622,958      7.50%  Trust #1991-136G 2019                          3,757,121           3,599,224
 15,000,000      7.50%  Trust #1992-43E 2022                          15,745,313          13,924,185
 10,000,000      8.00%  Trust #1992-34G 2022                          10,568,750           9,594,090
  6,500,000      9.00%  Trust #1991-39J 2021                           6,638,125           6,782,678
  2,662,574      9.00%  Trust #1990-27C 2014                           2,825,657           2,686,295
    213,986      13.00%  Trust #1989-98G 2017                            248,491            ,225,353
                                                                      46,098,760          42,295,360

<PAGE>
<CAPTION>


                 TOTAL FEDERAL NATIONAL MORTGAGE
                 ASSOCIATION SECURITIES                              135,437,736         130,199,998

                 GOVERNMENT NATIONAL MORTGAGE ASSOCIATION - 12.04%
                 MORTGAGE BACKED SECURITIES:
 26,921,393      7.50%  2022-2023                                     28,052,215          25,415,465
 14,184,957      8.50%  2016-2020                                     14,402,164          14,149,494
  9,843,477      9.00%  2016-2020                                     10,514,675           9,994,401
  8,256,549      9.50%  2017-2019                                      8,701,083           8,604,867
  1,179,987      11.00%  2015-2018                                     1,271,109           1,266,641
     66,818      11.25%  2015                                             70,955              71,704
                                                                      63,012,201          59,502,572
                 Resolution Funding Corp. - 0.66%
 15,000,000      7.42% Zero Coupon Strip 2014 (c)                   $  3,637,364        $  3,236,985
                 U. S. Treasury Securities - 48.67%
  3,750,000      7.50%  2001 (g)                                       3,851,953           3,733,594
 50,000,000      7.875%  1998-2004 (g)                                51,395,313          50,703,060
 26,000,000      8.125%  2021 (g)                                     28,415,937          26,942,500
 20,000,000      8.25%  1998 (g)                                      22,813,281          20,468,720
 25,000,000      8.75% 1997 (g)                                       27,978,516          25,804,650
 20,000,000      8.875% 1998 (g)                                      21,665,625          20,875,000
 33,000,000      9.00% 1998 (g)                                       35,873,437          34,443,750
 36,850,000      9.375% 1996 (g)                                      39,580,438          37,828,773
 19,000,000      11.50%  1995 (g)                                   $ 21,563,125        $ 19,682,784
                                                                    $253,137,625        $240,482,831
                 TOTAL U.S. GOVERNMENT
                  & AGENCIES                                        $507,128,999        $485,057,059


<CAPTION>

SHORT-TERM INVESTMENT - 0.81%
   Principal                                                                                  Market
   Amount                                                                                  Value (b)
                 MASTER NOTE:
 $4,009,741      Federated Treasury Obligation Fund,
                   Current Rate - 5.69%                                                 $  4,009,741
                 Total Investments in Securities
                 (Cost: $511,138,740) (a)                                               $489,066,800
<FN>
     (a)  At January 31, 1995, the cost of securities for federal income tax
          purposes was $512,948,377 and the aggregate gross unrealized
          appreciation and depreciation based on that cost was:
          Unrealized appreciation                          $ 1,731,847
          Unrealized depreciation                         (25,613,424)
          Net unrealized depreciation                    ($23,881,577)
     (b)  See Note A of accompanying Notes to Financial Statements regarding
          valuation of securities.
     (c)  The interest rate disclosed for zero coupon issues represents the
          effective yield on the date of acquisition.
     (d)  Note:  Percentage of investments as shown is the ratio of the total
          market value to total net assets.
     (e)  The interest rate disclosed for the interest only strip represents the
          effective yield at January 31, 1995 based upon the estimated timing
          and, in the case of interest only strips, amount of future cash flows.
          This investment has been identified by portfolio management as an
          illiquid security. The aggregate value of this security at January 31,
          1995 is $2,303,042 which represents .47% of total net assets.
     (f)  Z-Tranche securities pay no principal or interest during their initial
          accrual period, but accrue additional principal at a specified coupon
          rate. The interest rate disclosed represents the coupon rate at which
          the additional principal is being accrued.
     (g)  Security is fully or partially on loan at January 31, 1995. See Note A
          of accompanying Notes to Financial Statements.

</TABLE>

<PAGE>

<TABLE>
<CAPTION>

STATEMENT OF ASSETS AND LIABILITIES
January 31, 1995
(Unaudited)

<S>                                                                                               <C>
Assets:
   Investments in securities, as detailed in the accompanying schedule, at market
     (cost: $511,138,740) (Note A)                                                                $489,066,800
   Collateral for securities lending transactions  (Note A)                                        238,119,218
   Receivables:
     Investment securities sold                                                                         61,237
     Subscriptions of capital stock                                                                    223,883
     Interest                                                                                        7,022,575
   Deferred registration costs (Note A)                                                                 29,852
   Prepaid expenses                                                                                     85,725
Total Assets                                                                                       734,609,290
Liabilities:
   Payable upon return of securities loaned (Note A)                                               238,119,218
   Cash portion of dividends payable                                                                 1,056,076
   Redemptions of capital stock                                                                        952,589
   Payable for investment advisory and management fees                                                 296,538
   Distribution fees payable                                                                               220
   Accounts payable and accrued expenses                                                                65,795
Total Liabilities                                                                                  240,490,436
Net Assets:
   Net proceeds of capital stock, par value $.01 per share - authorized 100,000,000,000 shares     566,695,887
   Unrealized depreciation of investments                                                         (22,071,940)
   Undistributed net investment income                                                                  68,602
   Accumulated net realized loss from sale of investments                                         (50,573,695)
Total Net Assets                                                                                  $494,118,854
Shares outstanding and net asset value per share:
   Class A shares (based on net assets of $1,579,824 and 181,148 shares outstanding)                     $8.72
   Class B shares (based on net assets of $138,987 and 15,933 shares outstanding)                        $8.72
   Class C shares (based on net assets of $101,844 and 11,684 shares outstanding)                        $8.72
   Class E shares (based on net assets of $490,815,635 and 56,255,073 shares outstanding)                $8.72
   Class H shares (based on net assets of $1,482,564 and 69,941 shares outstanding)                      $8.72
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

</TABLE>

<TABLE>
<CAPTION>

STATEMENT OF OPERATIONS
For the Six-Month Period Ended January 31, 1995
(Unaudited)
<S>                                                                                               <C>
Net Investment Income:
   Income:
     Interest Income                                                                               $21,673,675
     Fee Income (Note A)                                                                               173,333
   Total Income                                                                                     21,847,008
   Expenses:
     Investment advisory and management fees (Note B)                                                1,844,960
     Distribution fees (Class A) (Note B)                                                                  361
     Distribution fees (Class B) (Note B)                                                                  184
     Distribution fees (Class C) (Note B)                                                                   82
     Distribution fees (Class H) (Note B)                                                                1,577
     Registration fees                                                                                  57,161
     Custodian fees                                                                                     39,482
     Shareholders' notices and reports                                                                  26,784
     Directors' fees and expenses                                                                       20,416
     Legal and auditing fees (Note B)                                                                   26,819
     Other                                                                                              23,880
   Total Expenses                                                                                    2,041,706
     Less reimbursable expenses (Note B)                                                              (20,664)
   Net Expenses                                                                                      2,021,042
Net Investment Income                                                                               19,825,966
Realized and Unrealized Gain (Loss) on Investments (Note A):
   Net realized loss from security transactions                                                   (24,554,013)
   Net change in unrealized appreciation (depreciation) of investments                               5,916,257
Net Loss on Investments                                                                           (18,637,756)
Net Increase (Decrease) in Net Assets Resulting from Operations                                   $  1,188,210
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

</TABLE>

<PAGE>


STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>

                                                          For the Six-Month
                                                               Period Ended      For the Seven-Month
                                                           January 31, 1995             Period Ended
                                                                (Unaudited)   July 31, 1994 (Note C)
<S>                                                       <C>                 <C>
Operations:
 Net investment income                                        $  19,825,966             $ 26,704,011
 Net realized loss from security transactions                  (24,554,013)             (25,969,017)
 Net change in unrealized appreciation
  (depreciation) of investments                                   5,916,257             (28,114,831)
Net Increase (Decrease) in Net Assets
 Resulting from Operations                                        1,188,210             (27,379,837)
Distributions to Shareholders:
 From net investment income
    Class A                                                        (10,777)                       --
    Class B                                                         (1,128)                       --
    Class C                                                           (484)                       --
    Class E                                                    (19,937,797)             (26,606,994)
    Class H                                                         (9,899)                       --
Total Distributions to Shareholders                            (19,960,085)             (26,606,994)
Capital Stock Sold and Repurchased:
 Proceeds from sale of shares (Note B)
    Class A (188,723 shares)                                      1,632,099                       --
    Class B (16,054 shares)                                         138,618                       --
    Class C (11,656 shares)                                         100,506                       --
    Class E (2,046,093 and 5,018,611 shares)                     17,959,543               47,438,736
    Class H (168,922 shares)                                      1,457,611                       --
 Proceeds of shares issued as a result of reinvested dividends
    Class A (857 shares)                                              7,440                       --
    Class B (53 shares)                                                 465                       --
    Class C (29 shares)                                                 248                       --
    Class E (1,510,313 and 1,871,208 shares)                     13,202,091               17,392,603
    Class H (1,029 shares)                                            8,938                       --
 Less cost of repurchase of shares
    Class A (8,432 shares)                                         (73,599)                       --
    Class B (174 shares)                                            (1,680)                       --
    Class C (1 share)                                                   (7)                       --
    Class E (8,783,500 and 10,418,385 shares)                  (76,816,129)             (97,546,638)
    Class H (10 shares)                                                (87)                       --
Net Decrease in Net Assets from Share Transactions             (42,383,943)             (32,715,299)
Total Decrease in Net Assets                                   (61,155,818)             (86,702,130)
Net Assets:
 Beginning of period                                            555,274,672              641,976,802
 End of period (includes undistributed net investment income
    of $68,602 and $202,721, respectively)                    $ 494,118,854             $555,274,672

</TABLE>

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

NOTES TO FINANCIAL STATEMENTS
(Unaudited)

A.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The fund is a diversified
     series of Fortis Income Portfolios, Inc., an open-end management investment
     company. The primary investment objective of the fund is a high level of
     current income consistent with prudent investment risk. This objective is
     sought principally by investment in debt securities issued, guaranteed,
     insured or collateralized by the U.S. Government, its agencies, or its
     instrumentalities. The Articles of Incorporation of Fortis Income
     Portfolios permit the Board of Directors to create additional portfolios in
     the future.

     SECURITY VALUATION: Long-term debt securities are valued at current market
     prices on the basis of valuations furnished by an independent pricing
     service. Short-term investments with maturities of less than 60 days when
     acquired, or which subsequently are within 60 days of maturity, are valued
     at amortized cost.

     SECURITIES PURCHASED ON A WHEN-ISSUED BASIS: Delivery and payment for
     securities that have been purchased by the fund on a forward commitment or
     when-issued basis can take place a month or more after the transaction
     date. During this period, such securities are subject to market
     fluctuations and the portfolio maintains, in a segregated account with its
     custodian, assets with a market value equal to the amount of its purchase
     commitments.

     The fund may enter into transactions to sell its purchase commitments to
     third parties at the current market values and concurrently acquire other
     purchase commitments for similar securities at later dates. As an
     inducement for the portfolio to "rollover" its purchase commitments, the
     fund receives negotiated fees.

     SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME: Security transactions
     are accounted for on the trade date. Interest income is recorded on the
     accrual basis. Realized security gains and losses are determined using the
     identified cost method. For financial reporting

<PAGE>

     purposes, except for original issue discount, the fund does not amortize
     long-term bond premium and discount.

     For the six-month period ended January 31, 1995, the cost of purchases and
     proceeds from sales of securities (other than short-term securities)
     aggregated $132,858,871 and $158,030,340, respectively.

     LENDING OF PORTFOLIO SECURITIES: At January 31, 1995, securities valued at
     $234,269,501 were on loan to brokers from the Fund. For collateral, the
     Fund's custodian received $238,119,218 in cash which is maintained in a
     separate account and invested by the custodian in short term investment
     vehicles. Fee income from securities lending amounted to $173,333 for the
     six-month period ended January 31, 1995. The risks to the Fund in security
     lending transactions are that the borrower may not provide additional
     collateral when required or return the securities when due and that the
     proceeds from the sale of investments made with cash collateral received
     will be less than amounts required to be returned to the borrowers.

     DEFERRED COSTS: Registration costs are deferred and charged to income over
     the registration period.

     FEDERAL TAXES: The fund intends to qualify, under the Internal Revenue
     Code, as a regulated investment company and if so qualified, will not have
     to pay federal income taxes to the extent its taxable net income is
     distributed. On a calendar year basis, the fund intends to distribute
     substantially all of its net investment income and realized gains, if any,
     to avoid the payment of federal excise taxes.

     Net investment income and net realized gains differ for financial statement
     and tax purposes primarily because of the recognition of market discount as
     ordinary income and the deferral of "wash sale" losses for tax purposes.
     The character of distributions made during the year from net investment
     income or net realized gains may, therefore, differ from their ultimate
     characterization for federal income tax purposes. Also, due to the timing
     of dividend distributions, the fiscal year in which amounts are distributed
     may differ from the year that the income or realized gains (losses) were
     recorded by the fund. The effect on dividend distributions of certain
     current year permanent book-to-tax differences is reflected as excess
     distributions of net realized gains in the statements of changes in net
     assets.

     For federal income tax purposes the fund had a capital loss carryover of
     $24,462,623 at July 31, 1994, which, if not offset by subsequent capital
     gains, will expire in 2002. It is unlikely the Board of Directors will
     authorize a distribution of any net realized gains until the available
     capital loss carryover has been offset or expired.

     INCOME AND CAPITAL GAINS DISTRIBUTIONS: Distributions from net investment
     income are declared daily and paid monthly. The fund will generally make
     annual distributions of any realized capital gains as required by law.
     These income and capital gains distributions may be reinvested in
     additional shares of the fund at net asset value without any charge to the
     shareholder or payable in cash.

B.   PAYMENTS TO RELATED PARTIES: Fortis Advisers, Inc., is the investment
     adviser for the fund. Effective April 2, 1993, investment advisory and
     management fees are computed at an annual rate of .8% of the first $50
     million of average daily net assets and .7% of net assets in excess of $50
     million. Prior to April 2, 1993, investment advisory and management fees
     were computed at an annual rate of .8% of the first $50 million of average
     daily net assets, .7% for the next $50 million, and .625% of net assets in
     excess of $100 million. In addition, effective June 1, 1993, if fees and
     other operating expenses (excluding interest expense, taxes, brokerage fees
     and commmissions) exceed .77% of the average daily net assets, for the two-
     year period commencing June 1, 1993, such excess will be reimbursed by
     Fortis Advisers, Inc. During the six-month period ended January 31, 1995,
     Advisers waived $20,664 of its advisory fee in accordance with these
     limits.

     In addition to the investment advisory and management fee, Classes A, B, C
     and H pay Fortis Investors, Inc. (the fund's principal underwriter)
     distribution fees equal to .25% (Class A) and 1.00% (Class B, C, and H) of
     average daily net assets (of the respective classes) on an annual basis, to
     be used to compensate those who sell shares of the fund and to pay certain
     other expenses of selling fund shares. Fortis Investors, Inc., also
     received sales charges (paid by purchasers of the fund's shares)
     aggregating $41,367 for Class A and $455,204 for Class E  for the six-month
     period ended January 31, 1995.

     Legal fees and expenses aggregating $11,696 for the six-month period ended
     January 31, 1995, were paid to a law firm of which the secretary of the
     fund is a partner.

C.   CHANGE IN ACCOUNTING PERIOD: Effective July 31, 1994, Fortis U.S.
     Government Securities Fund changed its Fiscal accounting and tax year-end
     to July 31 (previously December 31).

D.   At the special shareholder's meeting of August 23, 1994, the Amended and
     Restated Articles of Incorporation were approved which allows the Fund to
     issue multiple class shares effective November 14, 1994.


E.   FINANCIAL HIGHLIGHTS: Selected per share historical data was as follows:

<TABLE>
<CAPTION>

                                                          Class E
                                                                   Year Ended December 31,
                                               1995*      1994***         1993        1992       1991        1990
<S>                                         <C>          <C>          <C>         <C>        <C>         <C>
Net asset value, beginning of period        $   9.03     $   9.87     $   9.86    $  10.16   $   9.76    $   9.72
Operations:
  Investment income - net                        .34          .42          .75         .84        .88         .89
  Net realized and unrealized gains
  (losses) on investments                      (.31)        (.84)          .05       (.30)        .41         .06
Total from operations                            .03        (.42)          .80         .54       1.29         .95
Distribution to shareholders:
  From investment income - net                 (.34)        (.42)        (.75)       (.84)      (.89)       (.91)
  From realized gains                             --           --        (.04)          --         --          --
Total distributions to shareholders            (.34)        (.42)        (.79)       (.84)      (.89)       (.91)
Net asset value, end of period             $    8.72    $    9.03    $    9.87   $    9.86   $  10.16   $    9.76
Total Return@                                 (.27%)      (4.29%)        8.31%       5.60%     13.90%      10.43%
Net assets end of period (000s omitted)     $490,816     $555,275     $641,977    $587,996   $452,222    $208,054
Ratio of expenses to average daily net
 assets                                       .77%**       .77%**         .76%        .72%       .72%        .81%
Ratio of net investment income to
 average daily net assets                    7.69%**      7.72%**        7.43%       8.48%      8.88%       9.37%
Portfolio turnover rate                          27%          85%         157%        128%        95%        118%
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                                                       Class A     Class B    Class C     Class H
                                                                         1995+       1995+      1995+       1995+
<S>                                                                    <C>         <C>        <C>         <C>

Net asset value, beginning of period                                   $  8.63     $  8.63    $  8.63     $  8.63
Operations:
  Investment income - net                                                  .14        .13         .13         .13
  Net realized and unrealized gains (losses) on investments                .09         .09        .09         .09
Total from operations                                                      .23         .22        .22         .22
Distribution to shareholders:
  From investment income - net                                           (.14)       (.13)      (.13)       (.13)
  From realized gains                                                       --          --         --          --
Total distributions to shareholders                                      (.14)       (.13)      (.13)       (.13)
Net asset value, end of period                                         $  8.72     $  8.72    $  8.72     $  8.72
Total Return@                                                            2.71%       2.53%      2.53%       2.53%
Net assets end of period (000s omitted)                                $ 1,580      $  139     $  102     $ 1,482
Ratio of expenses to average daily net assets                          1.02%**     1.77%**    1.77%**     1.77%**
Ratio of net investment income to average daily net assets             7.20%**     6.38%**    6.38%**     6.38%**
Portfolio turnover rate                                                    27%         27%        27%         27%
<FN>

     @    These are the Fund's total returns during the periods, including
          reinvestment of all dividend and capital gains distributions without
          adjustments for sales charge.
     *    For the six-month period ended January 31, 1995.
     **   Annualized.
     ***  For the seven-month period ended July 31, 1994.
     +    For the period from November 14, 1994 (commencement of operations) to
          January 31, 1995.
</TABLE>


DIRECTORS

RICHARD W. CUTTING
CPA and Financial
  Consultant

ALLEN R. FREEDMAN
Chairman and Chief
  Executive Officer
Fortis, Inc.;
Managing Director of
Fortis International, N.V.

DR. ROBERT M. GAVIN
President
Macalester College

BENJAMIN S. JAFFRAY
Chairman
Sheffield Group, Ltd.

JEAN L. KING
President
Communi-King

DEAN C. KOPPERUD
President and Director
Fortis Advisers, Inc.
Fortis Investors, Inc.
Senior Vice President
  and Director of Fortis
  Benefits Insurance
  Company
Senior Vice President of
  Time Insurance
  Company

EDWARD M. MAHONEY
Prior to January 1995,
Chairman and Chief
  Executive Officer
Fortis Advisers, Inc.

<PAGE>

Fortis Investors, Inc.

THOMAS R. PELLETT
Prior to January, 1991,
  Senior Vice President-
  Administration and
  Corporate Affairs and
  Director
Pet, Inc.

ROBB L. PRINCE
Vice President and
  Treasurer
Jostens, Inc.

LEONARD J. SANTOW
Principal
Griggs &Santow, Inc.

JOSEPH M. WIKLER
Prior to January, 1994,
  Director of Research,
  Chief Investment
  Officer, Principal,
  and Director
The Rothschild Co.


OFFICERS

DEAN C. KOPPERUD
President and Director

STEPHEN M. POLING
Vice President

DENNIS M. OTT
Vice President

JAMES S. BYRD
Vice President

ROBERT C. LINDBERG
Vice President

KEITH R. THOMSON
Vice President

ROBERT W. BELTZ, JR.
Vice President

ROBERT J. CLANCY
Vice President

THOMAS D. GUALDONI
Vice President

LARRY A. MEDIN
Vice President

JON H. NICHOLSON
Vice President

JOHN W. NORTON
Vice President

DAVID A. PETERSON
Vice President

<PAGE>

MICHAEL J. RADMER
Secretary

TAMARA L. FAGELY
Treasurer

DAVID G. CARROLL
2nd Vice President

CHRIS J. NEUHARTH
2nd Vice President

INVESTMENT MANAGER,
  REGISTRAR AND TRANSFER
  AGENT
Fortis Advisers, Inc.
Box 64284
St. Paul,
  Minnesota 55164

PRINCIPAL UNDERWRITER
Fortis Investors, Inc.
Box 64284
St. Paul,
  Minnesota 55164

CUSTODIAN
First Bank
  National Association
Minneapolis, Minnesota

GENERAL COUNSEL
Dorsey &Whitney
Minneapolis, Minnesota

INDEPENDENT AUDITORS
KPMGPeat Marwick LLP
Minneapolis, Minnesota

THE USE OF THIS MATERIAL IS AUTHORIZED ONLY WHEN PRECEDED OR ACCOMPANIED BY A
PROSPECTUS.




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