LUTHERAN BROTHERHOOD FAMILY OF FUNDS
485BPOS, 1995-12-28
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<PAGE>
                                                1933 Act File No. 2-25984
                                                1940 Act File No. 811-1467
==========================================================================
                     SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                                 FORM N-1A

     REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933             X
             Pre-Effective Amendment No. ____                            X
             Post-Effective Amendment No. __56__                         X
                                  and/or
     REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X
                            Amendment No. __35__                         X

                  THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS
            (Exact Name of Registrant as Specified in Charter)

625 Fourth Avenue South, Minneapolis, Minnesota                 55415 
       (Address of Principal Executive Offices)               (Zip Code)

Registrant's Telephone Number, Including Area Code:        (612) 340-7215

                       Otis F. Hilbert, Secretary
                 The Lutheran Brotherhood Family of Funds
                        625 Fourth Avenue South
                     Minneapolis, Minnesota  55415      
              (Name and Address of Agent for Service)

It is proposed that this filing will become effective (check appropriate box)
__X__ immediately upon filing pursuant to paragraph (b) of Rule 485
_____ on (date) pursuant to paragraph (b) of Rule 485
_____ on (date) pursuant to paragraph (a)(i) of Rule 485
_____ on (date) pursuant to paragraph (a)(i) of Rule 485
_____ 75 days after filing pursuant to paragraph (a)(ii) of Rule 485
_____ on (date) pursuant to paragraph (a)(ii) of Rule 485.

If appropriate, check the following box:
     _____ this post-effective amendment designates a new effective date for a 
           previously filed post-effective amendment.

=============================================================================

Registrant has filed with the Securities and Exchange Commission a declaration 
pursuant to Rule 24f-2 under the Investment Company Act of 1940, and:

_____ filed the Notice required by that Rule on February 16, 1995; or
_____ intends to file the Notice required by that Rule on or about (date); or
__X__ during the most recent fiscal year did not sell any securities pursuant 
      to Rule 24f-2 under the Investment Company Act of 1940, and, pursuant 
      to Rule 24f-2(b)(2), need not file the Notice.

<PAGE>
                  THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS

                         Cross Reference Sheet
                        Pursuant to Rule 481(a)
                    Under the Securities Act of 1933

                                Part A
                                ------
                                           Caption Or Location In Prospectus 
                                           For Lutheran Brotherhood 
                                           Opportunity Growth Fund, Lutheran 
                                           Brotherhood World Growth Fund, 
                                           Lutheran Brotherhood Fund, Lutheran 
                                           Brotherhood High Yield Fund, 
                                           Lutheran Brotherhood Income Fund, 
                                           Lutheran Brotherhood Municipal Bond 
                                           Lutheran Brotherhood Money Market 
Item Number and Caption                    Fund
- -----------------------                    ---------------------------------

1.  Cover Page                             Same
2.  Synopsis                               Summary of Expenses
3.  Condensed Financial Information        Financial Highlights
4.  General Description of Registrant      Investment Objectives 
                                           and Policies; Investment 
                                           Limitations; Investment Risks; 
                                           The Funds and Their Shares
5.  Management of the Fund                 Fund Management; Fund 
                                           Administration
6.  Capital Stock and Other Securities     Dividends and Capital Gains; 
                                           Taxes; The Funds and Their 
                                           Shares
7.  Purchase of Securities Being Offered   Buying Shares of the Lutheran 
                                           Brotherhood Family of Funds; 
                                           Net Asset Value of Your Shares; 
                                           Sales Changes; Receiving Your 
                                           Order; Certificates and 
                                           Statements
8.  Redemption or Repurchase               Redeeming Shares
9.  Legal Proceedings                      Not Applicable

<PAGE>
                                Part B
                                ------
                                           Caption Or Location In Prospectus 
                                           For Lutheran Brotherhood 
                                           Opportunity Growth Fund, Lutheran 
                                           Brotherhood World Growth Fund, 
                                           Lutheran Brotherhood Fund, Lutheran 
                                           Brotherhood High  Yield Fund, 
                                           Lutheran Brotherhood Income Fund, 
                                           Lutheran Brotherhood Municipal Bond 
                                           Fund and Lutheran Brotherhood 
Item Number and Caption                    Money Market Fund 
- -----------------------                    ---------------------------------

10. Cover Page                             Same
11. Table of Contents                      Same
12. General Information and History        General Information
13. Investment Objectives and Policies     Investment Policies and 
                                           and Restrictions; Additional 
                                           Information Concerning Certain 
                                           Investment Techniques; Brokerage 
                                           Transactions
14. Management of the Registrant           Fund Management
15. Control Persons and Principal Holders  
    of Securities                          Fund Management
16. Investment Advisory and Other 
    Services                               Investment Advisory Services; 
                                           Administration Services; 
                                           Distributor
17. Brokerage Allocation                   Brokerage Transactions
18. Capital Stock and Other Securities     General Information
19. Purchase, Redemption and Pricing of 
    Securities Being Offered               Purchasing Shares; Sales Change; 
                                           Net Asset Value; Redeeming Shares
20. Tax Status                             Tax Status
21. Underwriters                           Distributor
22. Calculation of Performance Data        Calculation of Performance 
                                           Data
23. Financial Statements                   Financial Statements


<PAGE>
LUTHERAN BROTHERHOOD OPPORTUNITY GROWTH FUND
   
LUTHERAN BROTHERHOOD WORLD GROWTH FUND
    
LUTHERAN BROTHERHOOD FUND
LUTHERAN BROTHERHOOD HIGH YIELD FUND
LUTHERAN BROTHERHOOD INCOME FUND
LUTHERAN BROTHERHOOD MUNICIPAL BOND FUND
LUTHERAN BROTHERHOOD MONEY MARKET FUND

   
PROSPECTUS                                         December 28, 1995
    

LUTHERAN BROTHERHOOD OPPORTUNITY GROWTH FUND ("LB Opportunity Growth Fund") 
seeks long term growth of capital by investing primarily in a professionally 
managed diversified portfolio of smaller capitalization common stocks. See 
page P-11.

   
LUTHERAN BROTHERHOOD WORLD GROWTH FUND ("LB World Growth Fund") seeks high 
total return from long-term growth of capital by investing primarily in a 
professionally managed diversified portfolio of common stocks of established, 
non-U.S. companies. See page P-11. 
    

LUTHERAN BROTHERHOOD FUND ("LB Fund") seeks growth of capital and income by 
investing in a professionally managed diversified portfolio of common stocks 
and other securities issued by leading companies. See page P-13.

LUTHERAN BROTHERHOOD HIGH YIELD FUND ("LB High Yield Fund") seeks high current 
income by investing primarily in a professionally managed diversified 
portfolio of high yield, high risk securities. The Fund will also consider 
growth of capital as a secondary investment objective. See page P-13.

LUTHERAN BROTHERHOOD INCOME FUND ("LB Income Fund") seeks high current income 
while preserving principal, with possible long term growth of capital, by 
investing primarily in a professionally managed diversified portfolio of debt 
securities and dividend paying common and preferred stocks. See page P-14.

LUTHERAN BROTHERHOOD MUNICIPAL BOND FUND ("LB Municipal Bond Fund") seeks to 
provide high current income exempt from federal income tax by investing 
primarily in a professionally managed diversified portfolio of municipal 
bonds. See page P-14.

LUTHERAN BROTHERHOOD MONEY MARKET FUND ("LB Money Market Fund") seeks to 
provide current income consistent with stability of principal. See page P-15.

   
Lutheran Brotherhood Research Corp. ("LB Research"), an indirect wholly-owned 
subsidiary of Lutheran Brotherhood, serves as investment adviser for the 
Funds. Lutheran Brotherhood and LB Research personnel have developed skills in 
the investment advisory business over the past 25 years, and Lutheran 
Brotherhood personnel have extensive skill in managing over $10.5 billion of 
Lutheran Brotherhood assets and had over $5.9 billion in mutual fund assets 
under management as of September 30, 1995. Lutheran Brotherhood Securities 
Corp. ("LB Securities") serves as distributor for the LB Family of Funds. LB 
Research currently engages Rowe Price-Fleming International, Inc. ("Price-
Fleming" or "Sub-advisor") as investment sub-advisor for LB World Growth Fund. 

This Prospectus sets forth concisely the information a prospective investor 
ought to know about the Funds before investing. It should be retained for 
future reference. A Statement of Additional Information about the Funds dated 
December 28, 1995 has been filed with the Securities and Exchange Commission 
and is incorporated by reference in this Prospectus. It is available, at no 
charge, upon request by writing LB Securities or by calling toll free (800) 
328-4552 or (612) 339-8091. 
    

Each Fund is a diversified series of The Lutheran Brotherhood Family of Funds 
(the "Trust"), an open-end management investment company.

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

   
TABLE OF CONTENTS
                                                                 PAGE
Summary of Fund Expenses                                          P-3
Financial Highlights                                              P-4
Investment Objectives and Policies                                P-11
Investment Limitations                                            P-21
Investment Risks                                                  P-22
Buying Shares of The Lutheran Brotherhood Family of Funds         P-25
Net Asset Value of Your Shares                                    P-27
Sales Charges                                                     P-27
Receiving Your Order                                              P-29
Certificates and Statements                                       P-29
Redeeming Shares                                                  P-29
Dividends and Capital Gains                                       P-31
Taxes                                                             P-32
Optimum Account                                                   P-33
IRAs and Other Tax-Deferred Plans                                 P-33
Fund Performance                                                  P-34
The Funds and Their Shares                                        P-34
Fund Management                                                   P-35
Fund Administration                                               P-37
Description of Debt Ratings                                       P-37
How to Invest                                                     P-40
Addresses                                                         P-40
    



   
<TABLE>
SUMMARY OF FUND EXPENSES
<CAPTION>
                                                      LB Opportunity Growth Fund
                                                         LB World Growth Fund
                                                             LB Fund
                                                        LB High Yield Fund
                                                          LB Income Fund            LB Money 
                                                       LB Municipal Bond Fund      Market Fund
                                                       -------------------------   -----------
<S>                                                             <C>                  <C>
SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Charge Imposed on Purchases 
  (as a percentage of offering price)                           5%                   None
Maximum Sales Charge Imposed on Reinvested Dividends
  (as a percentage of offering price)                           None                 None
Maximum Deferred Sales Charge 
  (as a percentage of original purchase price 
  or redemption proceeds, as applicable)                        None                 None
Redemption Fees (as a percentage 
  of amount redeemed, if applicable)                            None                 None
Exchange Fees                                                   None                 None
    
</TABLE>


Shareholders of the LB Money Market Fund may elect the OPTIMUM ACCOUNT(R) 
package, which is subject to a one-time new account fee of $25 and a monthly 
administrative fee of $5. Exchanges of LB Money Market Fund shares for shares 
of other Funds incur the normal sales charge for those Funds' shares, unless 
the LB Money Market Fund shares were previously acquired through an exchange 
of shares from other Funds for which a sales charge was previously paid. 
Sales charges vary from 1/2% to 5% of the public offering price, depending 
upon the amount of your investment. For a complete description of sales 
charges, see "Sales Charges".


   
<TABLE>
<CAPTION>
                                              LB          LB                 LB                   LB        LB
                                          Opportunity    World              High        LB     Municipal   Money
                                            Growth      Growth      LB      Yield     Income     Bond      Market
                                             Fund        Fund      Fund     Fund       Fund      Fund      Fund
                                          -----------   ------     ----     -----     ------   ---------   ------
                                                                                      
<S>                                          <C>         <C>       <C>       <C>       <C>       <C>       <C>
ANNUAL FUND OPERATING EXPENSES 
(as a percentage of average net assets)
  Net Management Fees                        0.73%       0.31%*    0.64%     0.65%     0.59%     0.57%     0.42%*
  12b-1 Fees                                 None        None      None      None      None      None      None
  Other Expenses                             0.70%       1.64%     0.38%     0.28%     0.24%     0.17%     0.68%
                                             -----       -----     -----     -----     -----     -----     -----
  Total Fund Operating Expenses              1.43%       1.95%*    1.02%     0.93%     0.83%     0.74%     1.10%*
                                             ====        =====     ====      ====      ====      ====      ====
_____________________
*  After fee waiver.
    
</TABLE>



EXAMPLE:

You would pay the following expenses 
  on a $1,000 investment assuming 
  (1)5% annual return and 
  (2)redemption at the end 
  of each time period:

   
<TABLE>
<CAPTION>
                                     1 Year   3 Years   5 Years   10 Years
                                     ------   -------   -------   --------
<S>                                   <C>      <C>       <C>       <C>
  LB Opportunity Growth Fund          $ 64     $ 93      $124      $213
  LB World Growth Fund                $ 69     $108      $150      $266
  LB Fund                             $ 60     $ 81      $104      $169
  LB High Yield Fund                  $ 59     $ 78      $ 99      $159
  LB Income Fund                      $ 58     $ 75      $ 94      $147
  LB Municipal Bond Fund              $ 57     $ 72      $ 89      $137
  LB Money Market Fund                $ 11     $ 35      $ 61      $134
    
</TABLE>

THE EXAMPLE SHOULD NOT BE CONSIDERED AS A REPRESENTATION OF PAST OR FUTURE 
RETURN OR EXPENSES. ACTUAL RETURN OR EXPENSES MAY BE GREATER OR LESS THAN 
SHOWN.

The purpose of the table above is to assist the investor in understanding 
the various costs and expenses that an investor will bear directly or 
indirectly. Actual expense levels for the current and future years may vary 
from the amounts shown. The table does not reflect charges for optional 
services elected by certain shareholders. For more complete information and 
descriptions of various costs and expenses, see "Sales Charges" and "Fund 
Administration".

   
LB Research has undertaken to limit the LB World Growth Fund's operating 
expenses to 1.95% of its average net assets by means of a voluntary waiver 
of advisory fees. Net Management Fees and Total Fund Operating Expenses for 
LB World Growth Fund for the fiscal year ending October 31, 1995 would be 
1.25% and 2.89%, respectively, of average net assets of the Fund without the 
partial waiver of advisory fees, which is estimated to amount to 0.94% of 
average net assets of the Fund. This waiver of fees are voluntary and may be 
discontinued at any time after the conclusion of the Fund's first full 
fiscal year.

LB Research has undertaken to limit the LB Money Market Fund's total 
expenses to 1.10% of its average net assets by means of a voluntary waiver 
of advisory fees. For the fiscal year ended October 31, 1995, Net Management 
Fees and Total Fund Operating Expenses would have been 0.50% and 1.18%, 
respectively, of average net assets of the LB Money Market Fund without the 
partial waiver of advisory fees, which amounted to 0.08% of average net 
assets of the LB Money Market Fund.  This waiver of fees is voluntary and 
may be discontinued at any time.
    



FINANCIAL HIGHLIGHTS

   
The tables below for each of the Funds, to the extent and for the periods 
indicated in its report, have been examined by Price Waterhouse LLP, 
independent accountants, whose reports are is included in the Annual Reports 
to Shareholders for the fiscal year ended October 31, 1995. The tables should 
be read in conjunction with the financial statements and notes thereto that 
appear in such reports, which are incorporated by reference into the 
Statement of Additional Information.
    

<PAGE>
   
<TABLE>
LB OPPORTUNITY GROWTH FUND
<CAPTION>
                                                                                 For the Period
                                                                                 January 8, 1993
                                                      Year Ended     Year Ended  effective date) to
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)        10/31/95       10/31/94   October 31, 1993
                                                      ----------     ----------  -----------------

<S>                                                     <C>           <C>             <C>
Net Asset Value, Beginning of Period                    $10.76        $10.66          $ 8.43
                                                        ------        ------          ------
Investment Operations:
Net Investment Income                                     (.09)        (0.06)          (0.07)
Net Realized and Unrealized Gain (Loss)
  on Investments                                          3.16          0.16            2.30
                                                        ------        ------          ------
Total from Investment Operations                          3.07          0.10            2.23
                                                        ------        ------          ------
Net Asset Value, End of Period                          $13.83        $10.76          $10.66
                                                        ======        ======          ======
Total Investment Return at Net Asset Value(%)(a)        28.53%        0.94%           26.45%
Net Assets, End of Period (in millions)                 $165.7        $99.6           $40.8
Ratio of Expenses to Average Net Assets (%)             1.43%         1.66%           2.33%(b)
Ratio of Net Investment Income to Average
  Net Assets (%)                                        -0.88%        -0.83%          -1.76%(b)
Portfolio Turnover (%)                                  213%          64%             97%
________________________
(a)  Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
    
</TABLE>

<PAGE>
   
LB WORLD GROWTH FUND
                                                    For the Period From
                                                    September 5, 1995
                                                    (effective date) to
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)     October 31, 1995
                                                    -------------------

Net Asset Value, Beginning of Period                     $8.50
                                                         -----
Income From Investment Operations:
Net Investment Income                                     0.01
Net Realized and Unrealized Gain (Loss)
  on Investments                                         (0.07)
                                                         -----
Total from Investment Operations                         (0.06)
                                                         -----
Net Asset Value, End of Period                           $8.44
                                                         =====
Total Investment Return at Net Asset Value(a)            (0.71%)
Net Assets, End of Period (in millions)                  $14.0
Ratio of Expenses to Average Net Assets                  1.95%(b,C)
Ratio of Net Investment Income to Average
  Net Assets                                             1.60%(b,c)
Portfolio Turnover Rate                                  0% 
________________________
(a)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(b)  Computed on an annualized basis.
(c)  During the period from September 5, 1995 to October 31, 1995, LB Research 
     has voluntarily undertaken to limit the Fund's expense ratio at 1.95%. 
     Had LB Research not undertaken such action, the ratio of expenses to 
     average net assets would have been 2.89%, and the ratio of net investment 
     income to average net assets would have been 0.66%.
    


<PAGE>
   
<TABLE>
LB FUND
<CAPTION>
                                                Nine
(FOR A SHARE OUTSTANDING                       months
THROUGHOUT THE PERIOD)        Year      Year   ended
                             Ended     Ended  October 31,                  Years ended January 31,                 
                                                         ----------------------------------------------------------
                           10/31/95  10/31/94  1993    1993      1992     1991     1990     1989     1988    1987
                           ----------------------------------------------------------------------------------------

<S>                         <C>       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>     <C>
Net Asset Value,
  Beginning of Period       $17.67    $18.85   $18.53   $19.14   $17.10   $15.83   $15.97   $14.44   18.38   $16.92
                            ------    ------   ------   ------    -----   ------   ------   ------   -----   ------
Investment Operations:
Net Investment Income         0.22      0.19     0.29     0.27     0.32     0.37     0.36     0.47    0.49     0.64
Net Realized and
  Unrealized Gain (Loss)
  on Investments              3.52     (0.20)    1.04     1.42     3.90     1.34     1.32     1.54   (2.19)    2.77
                            ------     ------   ------   ------    -----   ------   ------   ------   -----   ------
Total from Investment
  Operations                  3.74     (0.01)    1.33     1.69     4.22     1.71     1.68     2.01   (1.70)    3.41
                            ------     ------   ------   ------    -----   ------   ------   ------   -----   ------
Less Distributions from:
  Net Investment Income      (0.22)    (0.20)   (0.28)   (0.27)   (0.31)   (0.38)   (0.32)   (0.48)  (0.48)   (0.65)
Net Realized Gain on
  Investments                   --     (0.97)   (0.73)   (2.03)   (1.87)   (0.06)   (1.50)     -     (1.76)   (1.30)
                            ------     ------   ------   ------    -----   ------   ------   ------   -----   ------
Total Distributions          (0.22)    (1.17)   (1.01)   (2.30)   (2.18)   (0.44)   (1.82)   (0.48)  (2.24)   (1.95)
                            ------     ------   ------   ------    -----   ------   ------   ------   -----   ------
Net Asset Value,
  End of Period             $21.19     $17.67   $18.85   $18.53   $19.14   $17.10   $15.83   $15.97  $14.44   $18.38
                            ======     ======   ======   ======   ======   ======   ======   ======  ======   ======
Total Investment 
  Return at Net Asset
  Value(%)(a)               21.34%     -0.11%    7.41%    9.47%   24.67%   10.92%   9.77%    14.26%  -8.70%   21.42%
Net Assets, End of
  Period (in millions)      $645.5     $548.6   $527.3   $460.9   $380.3   $303.4   $273.3   $275.9  $258.9   $232.1
Ratio of Expenses to
  Average Net Assets (%)    1.02%      1.04%    1.01%(b)  0.97%   1.00%    1.05%    1.04%    1.08%   1.07%    1.11%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                1.15%      1.10%    2.15%(b)  1.44%   1.69%    2.21%    1.99%    3.24%   2.69%    3.66%
Portfolio Turnover (%)      127%       234%     237%      249%    175%     148%     145%     89%     88%      16%
____________________
(a)  Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
    
</TABLE>

<PAGE>
   
<TABLE>
LB HIGH YIELD FUND
<CAPTION>
                                                Nine
(FOR A SHARE OUTSTANDING                       months
THROUGHOUT THE PERIOD)        Year      Year   ended
                             Ended     Ended  October 31,               Years ended January 31,              
                                                         ----------------------------------------------------
                           10/31/95  10/31/94     1993     1993     1992     1991     1990     1989     1988*
                           ----------------------------------------------------------------------------------

<S>                         <C>       <C>        <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net Asset Value,
  Beginning of Period       $8.86     $9.73      $9.12    $8.45    $6.72    $7.93    $9.72    $9.86    $10.44
                            -----     -----      -----    -----    -----    -----    -----    -----    ------
Investment Operations:
Net Investment Income        0.83      0.83       0.61     0.88     0.93     0.92     1.12     1.14     0.87
Net Realized and
  Unrealized Gain (Loss)
  on Investments             0.24     (0.86)      0.60     0.68     1.72    (1.21)   (1.76)   (0.17)   (0.60)
                            -----     -----      -----    -----    -----    -----    -----    -----    ------
Total from Investment
  Operations                 1.07     (0.03)      1.21     1.56     2.65    (0.29)   (0.64)    0.97     0.27
                            -----     -----      -----    -----    -----    -----    -----    -----    ------
Less Distributions from:
Net Investment Income       (0.85)    (0.82)     (0.60)   (0.89)   (0.92)   (0.92)   (1.15)   (1.11)   (0.85)
Net Realized Gain on
  Investments               (0.05)    (0.02)        -         -       -        -        -        -        -  
                            -----     -----       ----     ----     ----     ----     ----    -----    ------
Total Distributions         (0.90)    (0.84)     (0.60)   (0.89)   (0.92)   (0.92)   (1.15)   (1.11)   (0.85)
                            -----     -----       ----    -----    -----    -----    -----    -----    ------
Net Asset Value,
  End of Period             $9.03     $8.86      $9.73    $9.12    $8.45    $6.72    $7.93    $9.72    $9.86
                            =====     =====      =====    =====    =====    =====    =====    =====    =====
Total Investment 
  Return at Net Asset
  Value(%)(a)               12.93%    -0.47%     13.72%   19.51%   41.59%   -3.98%   -7.52%   10.52%   3.54%
Net Assets, End of
  Period (in millions)      $594.3     $499.6    $440.3   $330.2   $217.0   $137.0   $149.6   $126.5   $61.3
Ratio of Expenses to
  Average Net Assets (%)    0.93%      0.95%     0.94%(b)  0.99%    1.16%    1.23%    1.19%    1.21%   1.50%(b)
Ratio of Net Investment
  Income to Average Net
  Assets (%)                9.53%      8.92%     8.72%(b)  10.04%   11.95%   12.51%   12.23%   11.72%  10.95%(b)
Portfolio Turnover (%)      71%        50%       66%        86%     145%     120%      86%      73%      67%
_________________
*    For the period April 3, 1987 (effective date) to January 31, 1988.
(a)  Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
    
</TABLE>

<PAGE>
   
<TABLE>
LB INCOME FUND 
<CAPTION>
                                                  Nine
(FOR A SHARE OUTSTANDING                          months
THROUGHOUT THE PERIOD)       Year        Year     ended
                            Ended       Ended   October 31,               Years ended January 31,              
                                                             ---------------------------------------------------------
                           10/31/95   10/31/94   1993     1993     1992     1991     1990     1989     1988     1987
                           -------------------------------------------------------------------------------------------

<S>                          <C>       <C>       <C>      <C>      <C>      <C>      <C>       <C>     <C>      <C>
Net Asset Value,
  Beginning of Period        $8.01     $9.43     $9.10    $8.79    $8.35    $8.47    $8.52     $8.62   $9.07    $8.95
                             -----     -----     -----    -----    -----    -----     -----    -----   -----     -----
Investment Operations
Net Investment Income         0.59      0.58      0.47     0.66     0.72     0.78     0.82     0.80     0.80     0.88
Net Realized and
  Unrealized Gain (Loss)
  on Investments              0.69     (1.19)     0.33     0.31     0.44    (0.11)   (0.06)   (0.10)   (0.44)    0.13
                             -----     -----     -----    -----    -----     -----    -----    -----   ------    ----
Total from Investment
  Operations                  1.28     (0.61)     0.80     0.97     1.16     0.67     0.76     0.70     0.36     1.01
                             -----     -----     -----    -----    -----     -----    -----    -----    -----    ----
Less Distributions from:
Net Investment Income        (0.57)    (0.56)    (0.47)   (0.66)   (0.72)   (0.79)   (0.81)   (0.80)   (0.81)   (0.89)
Net Realized Gain on 
  Investments                  --      (0.25)       -        -         -       -        -        -        -        -  
                             -----     -----     -----    -----    -----     -----    -----   -----    ------    -----
Total Distributions          (0.57)    (0.81)    (0.47)   (0.66)   (0.72)   (0.79)   (0.81)   (0.80)   (0.81)   (0.89)
Net Asset Value,
  End of Period              $8.72     $8.01     $9.43    $9.10    $8.79    $8.35    $8.47    $8.52    $8.62    $9.07
                             =====     =====     =====    =====    =====    =====    =====    =====    =====
Total Investment 
  Return at Net Asset
  Value(%)(a)                16.53%    -6.81%    8.97%    11.50%   14.48%   8.39%    9.18%    8.69%    4.53%    11.92%
Net Assets, End of
  Period (in millions)       $942.1    $907.2    $1,042.2  $944.6  $819.5   $736.5   $719.8   $725.5   $711.8   $609.8
Ratio of Expenses to
  Average Net Assets (%)     0.83%     0.82%     0.80%(b,c) 0.90%   0.97%    1.02%    1.02%    1.03%    1.03%    1.04%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                 7.01%     6.77%     6.87%(b,c) 7.40%   8.38%    9.35%    9.53%    9.52%    9.47%    9.82%
Portfolio Turnover (%)       131%       155%      84%       104%    117%     118%     113%      68%      48%      47%
____________________
(a) Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
(c) During the nine month period ended October 31, 1993, LB Research voluntarily assumed certain operating expenses of 
    the Fund. Had LB Research not undertaken such action, the ratio of expenses to average net assets would have been 
    0.90% and the ratio of net investment income to average net assets would have been 6.77%.
    
</TABLE>

<PAGE>
   
<TABLE>
LB MUNICIPAL BOND FUND
<CAPTION>
                                                     Nine
(FOR A SHARE OUTSTANDING                            months
THROUGHOUT THE PERIOD)          Year       Year      ended
                                Ended      Ended   October 31,               Years ended January 31,              
                                                             -----------------------------------------------------
                              10/31/95   10/31/94   1993     1993    1992    1991    1990    1989    1988    1987
                               -----------------------------------------------------------------------------------

<S>                            <C>         <C>      <C>      <C>     <C>     <C>     <C>     <C>     <C>     <C>
Net Asset Value,
  Beginning of Period          $7.88       $9.00    $8.52    $8.45   $8.32   $8.15   $8.18   $8.09   $8.45   $7.82
                               -----       -----    -----    -----   -----   -----   -----   -----   -----   -----
Investment Operations:
Net Investment Income           0.45        0.46     0.37     0.53    0.56    0.58    0.58    0.60    0.59    0.59
Net Realized and Unrealized
  Gain (Loss) on Investments    0.70       (0.96)    0.51     0.28    0.29    0.16   (0.02)   0.07   (0.37)   0.64
                               -----       -----    -----    -----   -----   -----   -----   -----   ------   -----
Total from Investment
  Operations                    1.15       (0.50)    0.88     0.81    0.85    0.74    0.56    0.67    0.22    1.23
                               -----       -----    -----    -----   -----    ----   -----   -----   ------   -----
Less Distributions from:
Net Investment Income          (0.45)      (0.46)   (0.37)   (0.52)  (0.56)  (0.57)  (0.59)  (0.58)  (0.58)  (0.60)
Net Realized Gain on
  Investments                    --        (0.16)   (0.03)   (0.22)  (0.16)     -       -       -       -       -  
                               -----       -----     -----    -----   -----   -----   -----   -----  ------   -----
Total Distributions            (0.45)      (0.62)   (0.40)   (0.74)  (0.72)  (0.57)  (0.59)  (0.58)  (0.58)  (0.60)
                               -----       -----    -----     -----   -----   -----   -----   -----   -----   -----
Net Asset Value,
  End of Period                $8.58       $7.88    $9.00     $8.52   $8.45   $8.32   $8.15   $8.18   $8.09   $8.45
                               =====       =====    =====     =====   =====   =====   =====   =====   =====   =====
Total Investment 
  Return at Net Asset 
  Value(%)(a)                  14/97%      -5.93%   10.73%     9.96%  10.64%   9.54%   7.02%   8.70%   2.95%  16.27%
Net Assets, End of
  Period (in millions)         $628.7      $595.2   $629.7    $532.6  $448.4  $382.5  $348.2  $306.5  $283.6  $249.5
Ratio of Expenses to
  Average Net Assets (%)        0.74%      0.75%    0.74%(b,c) 0.80%   0.83%   0.86%   0.86%   0.92%   0.91%   0.94%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                    5.43%      5.44%    5.69%(b,c) 6.22%   6.65%   7.06%   7.04%   7.37%   7.39%   7.31%
Portfolio Turnover (%)          36%        38%      46%        77%     78%     68%     60%     70%     61%      8%
_____________________
(a)  Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
(c)  During the nine month period ended October 31, 1993, LB Research voluntarily assumed certain operating expenses 
     of the Fund. Had LB Research not undertaken such action, the ratio of expenses to average net assets would have 
     been 0.79% and the ratio of net investment income to average net assets would have been 5.64%.
    
</TABLE>

<PAGE>
   
<TABLE>
LB MONEY MARKET FUND
<CAPTION>
                                                     Nine
(FOR A SHARE OUTSTANDING                            months
THROUGHOUT THE PERIOD)        Year         Year     ended
                             Ended        Ended   October 31,               Years ended January 31,              
                                                               -------------------------------------------------------
                            10/31/95    10/31/94    1993      1993     1992     1991    1990    1989    1988     1987
                            ------------------------------------------------------------------------------------------

<S>                          <C>        <C>        <C>       <C>       <C>     <C>     <C>     <C>     <C>      <C>
Net Asset Value,
  Beginning of Period        $1.00      $1.00      $1.00     $1.00     $1.00   $1.00   $1.00   $1.00   $1.00    $1.00
                             -----      -----      -----     -----     -----   -----    -----  -----   -----    -----
Investment Operations:
Net Investment Income         0.05       0.03       0.02      0.03      0.05    0.07    0.08    0.07    0.06     0.06
                             -----      -----      -----     -----     -----   -----   -----   -----   -----    -----
Less Distributions from:
Net Investment Income        (0.05)     (0.03)     (0.02)    (0.03)    (0.05)  (0.07)  (0.08)  (0.07)  (0.06)   (0.06)
                             -----      -----      -----     -----     -----   -----   -----   -----   -----    -----
Net Asset Value,
  End of Period              $1.00      $1.00      $1.00     $1.00     $1.00   $1.00   $1.00   $1.00   $1.00    $1.00
                             =====      =====      =====     =====     =====   =====   =====   =====   =====    =====
Total Investment 
  Return at Net Asset
  Value(%)(a)                4.95%      2.89%      1.63%     2.77%      5.10%   7.40%   8.44%   7.01%   5.98%    5.87%
Net Assets, End of
  Period (in thousands)      $341.1     $276.9     $275.1    $317.0    $412.3  $473.4  $423.5  $309.3  $263.6   $293.7
Ratio of Expenses to
  Average Net Assets (%)     1.10%(c)   1.10%(c)   1.10%(b,c) 1.10%(c)  1.08%   1.07%   1.09%   1.07%   1.07%   1.06%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                 4.85%(c)   2.85%(c)   2.16%(b,c) 2.76%(c)  5.01%   7.16%   8.10%   6.83%   5.80%   5.77%
______________________
(a)  Total investment return assumes dividend reinvestment and does not reflect the effect of sales charges.
(b)  Computed on an annualized basis.
(c)  During the years ended October 31, 1995 and 1994, the nine months ended October 31, 1993, and the year ended 
     January 31, 1993, LB Research has voluntarily undertaken to limit the Fund's expense ratio at 1.10%. Had LB 
     Research not undertaken such action, the ratio of expenses to average net assets would have been 1.18%, 1.36%, 
     1.44% and 1.23%, respectively, and the ratio of net investment income to average net assets would have been 4.77%, 
     2.59%, 1.82% and 2.63%, respectively.
    
</TABLE>


INVESTMENT OBJECTIVES AND POLICIES

Each of the Funds in The Lutheran Brotherhood Family of Funds has a separate 
investment objective and investment policies for the pursuit of that 
objective. The investment objective of each Fund is fundamental and may not 
be changed without the approval of shareholders of that Fund. Except as 
otherwise indicated in this Prospectus, the investment policies of each Fund 
may be changed from time to time by the Board of Trustees of the Trust. 
There is no assurance that any of the Funds will achieve its investment 
objective, but it will strive to do so by following the policies set forth 
below.

Lutheran Brotherhood Opportunity Growth Fund

The investment objective of the LB Opportunity Growth Fund is to achieve 
long term growth of capital.

The Fund will pursue its objective by seeking realized and unrealized 
capital gains through the active management of a portfolio consisting 
primarily of common stocks. Such active management may involve a high level 
of portfolio turnover. The Fund will invest primarily in common stocks of 
domestic and foreign companies that in the opinion of LB Research have a 
potential for above average sales and earnings growth that is expected to 
lead to capital appreciation. The Fund's investment adviser believes that 
over a long period of time, smaller companies that have a competitive 
advantage will be able to grow faster than larger companies, leading to a 
higher rate of growth in capital. For a description of the risks associated 
with investments in such companies, see "Investment Risks - LB Opportunity 
Growth Fund Investment Risks".

The Fund may also invest in bonds and preferred stocks, convertible bonds, 
convertible preferred stocks, warrants, American Depository Receipts (ADR's) 
and other debt or equity securities. In addition, the Fund may invest in 
U.S. Government securities or cash. The Fund will not use any minimum level 
of credit quality. At no time will the Fund invest more than 5% of its net 
assets in debt obligations. Debt obligations may be rated less than 
investment grade, which is defined as having a quality rating below "Baa", 
as rated by Moody's Investors Service, Inc. ("Moody's), or below "BBB", as 
rated by Standard & Poor's Corporation ("S&P"). For a description of Moody's 
and S&P's ratings, see "Description of Debt Ratings". Securities rated below 
investment grade are considered to be speculative and involve certain risks, 
including a higher risk of default and greater sensitivity to interest rate 
and economic changes.

LB Research will use fundamental investment research techniques to seek out 
those companies that have a competitively superior product or service in an 
unsaturated market with large potential for growth. These will often be 
companies with shorter histories and less seasoned operations. Many of such 
companies will have market capitalizations that are less than $1 billion, 
with lower daily trading volume in their stocks and less overall liquidity 
than larger, more well established companies. LB Research anticipates that 
the common stocks of such companies may increase in market value more 
rapidly than the stocks of other companies.

The Fund will focus primarily on companies that possess superior earnings 
prospects over a three to five year time horizon. The stocks that the Fund 
invests in may be traded on national exchanges or in the over-the-counter 
market ("OTC"). There will be no limit on the proportion of the Fund's 
investment portfolio that may consist of OTC stocks.

   
The Fund may dispose of securities held for a short period if the Fund's 
investment adviser believes such disposition to be advisable. While LB 
Research does not intend to select portfolio securities for the specific 
purpose of trading them within a short period of time, LB Research does 
intend to use an active method of management which will result in the sale 
of some securities after a relatively brief holding period. This method of 
management necessarily results in higher cost to the Fund due to the fees 
associated with portfolio securities transactions. A higher portfolio 
turnover rate may also result in taxes on realized capital gains to be borne 
by shareholders. However, it is LB Research's belief that this method of 
management can produce added value to the Fund and its shareholders that 
exceeds the additional costs of such transactions. The annual portfolio 
turnover rates of the Fund for the fiscal years ended October 31, 1995 and 
October 31, 1994 were 213% and 64%, respectively.
    

For more information on other investment policies of the Fund, see 
"Additional Investment Practices" below.


Lutheran Brotherhood World Growth Fund

The investment objective of the LB World Growth Fund is to seek total return 
from long-term growth of capital. The Fund will pursue its objective 
principally through investments in common stocks of established, non-U.S. 
companies. Total return consists of capital appreciation or depreciation, 
dividend income, and currency gains or losses. 

The Fund intends to diversify investments broadly among countries and to 
normally have at least three different countries represented in the Fund. 
The Fund may invest in countries of the Far East and Western Europe as well 
as South Africa, Australia, Canada and other areas (including developing 
countries). As a temporary defensive measure, the Fund may invest 
substantially all of its assets in one or two countries.

In seeking its objective, the Fund will invest primarily in common stocks of 
established foreign companies which have the potential for growth of 
capital. In order to increase total return, the Fund may also invest in 
bonds and preferred stocks, convertible bonds, convertible preferred stocks, 
warrants, American Depository Receipts (ADR's) and other debt or equity 
securities. In addition, the Fund may invest in U.S. Government securities 
or cash. The Fund will not use any minimum level of credit quality. At no 
time will the Fund invest more than 5% of its net assets in debt obligations 
or other securities that may be converted to debt obligations. Debt 
obligations may be rated less than investment grade, which is defined as 
having a quality rating below "Baa", as rated by Moody's Investors Service, 
Inc. ("Moody's"), or below "BBB", as rated by Standard & Poor's Corporation 
("S&P"). Debt obligations rated "Baa" or "BBB" are considered to have 
speculative characteristics. For a description of Moody's and S&P's ratings, 
see "Description of Debt Ratings". Securities rated below investment grade 
are considered to be speculative and involve certain risks, including a 
higher risk of default and greater sensitivity to interest rate and economic 
changes.

In determining the appropriate distribution of investments among various 
countries and geographic regions, the Sub-advisor considers the following 
factors: prospects for relative economic growth between foreign countries; 
expected levels of inflation; government policies influencing business 
conditions; the outlook for currency relationships; and the range of 
individual investment opportunities available to international investors.

In analyzing companies for investment, the Sub-advisor looks for one or more 
of the following characteristics: an above-average earnings growth per 
share; high return on invested capital; healthy balance sheet; sound 
financial and accounting policies and overall financial strength; strong 
competitive advantages; effective research and product development and 
marketing; efficient service; pricing flexibility; strength of management; 
and general operating characteristics which will enable the companies to 
compete successfully in their market place. While current dividend income is 
not a prerequisite in the selection of portfolio companies, the companies in 
which the Fund invests normally will have a record of paying dividends, and 
will generally be expected to increase the amounts of such dividends in 
future years as earnings increase.

The Fund's investments also may include, but are not limited to, European 
Depository Receipts ("EDRs"), other debt and equity securities of foreign 
issuers, and the securities of foreign investment funds or trusts (including 
passive foreign investment companies). For a discussion of the risks 
involved in foreign investing see the section of this Prospectus entitled 
"Foreign Issuers".

The Fund may engage in certain forms of options and futures transactions 
that are commonly known as derivative securities transactions.  These 
derivative securities transactions are identified and described in the 
sections of this Prospectus entitled "Put and Call Options" and "Financial 
Futures and Options on Futures."

The Fund may use foreign currency exchange-related securities including 
foreign currency warrants, principal exchange rate linked securities, and 
performance indexed paper. The Fund does not expect to hold more than 5% of 
its total assets in foreign currency exchange-related securities.

The Fund will normally conduct its foreign currency exchange transactions 
either on a spot (i.e., cash) basis at the spot rate prevailing in the 
foreign currency exchange market, or through entering into forward contracts 
to purchase or sell foreign currencies. The Fund will generally not enter 
into a forward contract with a term of greater than one year.

The Fund will generally enter into forward foreign currency exchange 
contracts only under two circumstances. First, when the Fund enters into a 
contract for the purchase or sale of a security denominated in a foreign 
currency, it may desire to "lock in" the U.S. dollar price of the security. 
Second, when Sub-advisor believes that the currency of a particular foreign 
country may suffer or enjoy a substantial movement against another currency, 
it may enter into a forward contract to sell or buy the former foreign 
currency (or another currency which acts as a proxy for that currency) 
approximating the value of some or all of the Fund's securities denominated 
in such foreign currency. Under certain circumstances, the Fund may commit a 
substantial portion of the entire value of its portfolio to the consummation 
of these contracts. Sub-advisor will consider the effect such a commitment 
of its portfolio to forward contracts would have on the investment program 
of the Fund and the flexibility of the Fund to purchase additional 
securities. Although forward contracts will be used primarily to protect the 
Fund from adverse currency movements, they also involve the risk that 
anticipated currency movements will not be accurately predicted and the 
Fund's total return could be adversely affected as a result.

For a discussion of foreign currency contracts and the risks involved 
therein, see the section of this Prospectus entitled, "Investment Risks."

The Fund will not generally trade in securities for short-term profits, but, 
when circumstances warrant, securities may be purchased and sold without 
regard to the length of time held. The annual portfolio turnover rate of the 
Fund is expected to be no more than 50%.

For more information on other investment policies of the Fund, see 
"Additional Investment Practices" below. 


Lutheran Brotherhood Fund 

The investment objective of the LB Fund is to seek growth of capital and 
income.

The Fund seeks to achieve its objective by investing in securities issued by 
leading companies. The Fund may invest in the common stocks and other 
securities of leading companies, including corporate bonds, notes, preferred 
stock, and warrants. The Fund may also invest in U.S. Government securities 
and cash. For purposes of the Fund's investment objective, companies are 
deemed "leading" in terms of market share, asset size, cash flow and other 
fundamental factors.

LB Research will use fundamental investment research techniques to seek out 
those companies that have a leading position within their industry or within 
the capital markets generally. LB Research will focus upon market shares, 
growth in sales and earnings, market capitalization and asset size and 
competitive dominance. These will often be mature companies with a lengthy 
history and seasoned operations. Many of them will have market 
capitalizations in excess of $1 billion.

   
The Fund may dispose of securities held for a short period if the Fund's 
investment adviser believes such disposition to be advisable. LB Research 
intends to use an active method of management and may select portfolio 
securities for the specific purpose of trading them within a short period of 
time, which will result in the sale of some securities after a relatively 
brief holding period. This method of management necessarily results in 
higher cost to the Fund due to the fees associated with portfolio securities 
transactions. However, it is LB Research's belief that this method of 
management can produce added value to the Fund and its shareholders that 
exceeds the additional costs of such transactions. The annual portfolio 
turnover rates of the Fund for the the fiscal years ended October 31, 1995 
and October 31, 1994 were 127% and 234%, respectively.
    

For information on other investment policies of the Fund, see "Additional 
Investment Practices" below.


Lutheran Brotherhood High Yield Fund 

The investment objective of the LB High Yield Fund is to obtain high current 
income and, secondarily, growth of capital.

The Fund seeks to achieve its investment objectives by investing primarily 
in a diversified portfolio of professionally managed high yield, high risk 
securities, many of which involve greater risks than higher quality 
investments. The Fund may invest in high yield, high risk bonds, notes, 
debentures and other income producing debt obligations and dividend paying 
preferred stocks. These securities are commonly known as "junk bonds". High 
yield, high risk securities will ordinarily carry a quality rating "Ba" or 
lower by Moody's, "BB" or lower by S&P, or, if not rated, such securities 
will be of comparable quality as determined by the Fund's investment 
adviser. The Fund will use no minimum level of quality rating and may 
purchase and hold securities in default. Securities having a quality rating 
of Ba or BB and lower are considered to be speculative. See "Investment 
Risks - LB High Yield Fund Investment Risks". For a description of Moody's 
and S&P's ratings, see "Description of Debt Ratings".

The Fund may also invest in common stocks, warrants to purchase stocks, 
bonds or preferred stock convertible into common stock, and other equity 
securities. Investments in such securities will be made in pursuit of the 
income and capital growth objectives of the Fund, but at no time will the 
Fund invest more than 20% of its total assets in equity securities.

As a nonfundamental policy, during normal market conditions the Fund will 
maintain at least 65% of its total assets, taken at market value, in lower 
rated securities. The Fund may invest, without limit, in short-term money 
market instruments when, in the opinion of LB Research, short-term 
investments provide a better opportunity for achieving the Fund's objectives 
than do longer term investments. When making short-term investments for such 
purpose, the Fund will not be limited to a minimum quality level and may use 
unrated instruments.

   
The Fund does not intend to engage in short-term trading but may dispose of 
securities held for a short time if LB Research believes such disposition to 
be advisable.  The annual portfolio turnover rates of the Fund for the the 
fiscal years ended October 31, 1995 and October 31, 1994 were 71% and 50%, 
respectively.
    

For information on other investment policies of the Fund, see "Additional 
Investment Practices" below.


Lutheran Brotherhood Income Fund 

The investment objective of the LB Income Fund is to seek high current 
income while preserving principal. The Fund's secondary investment objective 
is to obtain long-term growth of capital in order to maintain investors' 
purchasing power.

The Fund seeks to achieve its investment objectives by investing primarily 
in debt securities such as bonds, notes, debentures, mortgage-backed 
securities, other income producing debt obligations, and dividend paying 
common and preferred stocks. Debt securities and preferred stock will be 
rated "Baa" or higher by Moody's, "BBB" or higher by S&P, or, if not rated, 
such securities will be of comparable quality in the opinion of LB Research. 
Securities of such quality levels, although considered to be investment 
grade or higher, have speculative characteristics. If a portfolio security's 
quality rating drops below investment grade after the Fund has acquired the 
security, the Fund may continue to hold the security in its portfolio.

Debt securities may bear fixed or variable rates of interest. They may 
involve equity features such as conversion or exchange rights, warrants for 
the acquisition of common stock of the same or a different issuer, 
participation based on revenues, sales or profits, or the purchase of common 
stock in a unit transaction (where corporate debt securities and common 
stock are offered as a unit).

   
The Fund may engage in short-term trading and dispose of securities held for 
a short time if LB Research believes such disposition to be advisable. This 
method of management necessarily results in higher cost to the Fund due to 
the fees associated with portfolio securities transactions. However, it is 
LB Research's belief that this method of management can produce added value 
to the Fund and its shareholders that exceeds the additional costs of such 
transactions.  The annual portfolio turnover rates of the Fund for the the 
fiscal years ended October 31, 1995 and October 31, 1994 were 131% and 155%, 
respectively.
    

For information on other investment policies of the Fund, see "Additional 
Investment Practices" below.


Lutheran Brotherhood Municipal Bond Fund 

The investment objective of the LB Municipal Bond Fund is to provide its 
shareholders with a high level of current income which is exempt from 
federal income tax.

The Fund seeks to achieve its investment objective by investing in a 
diversified portfolio of municipal bonds. Municipal bonds are debt 
obligations issued by or on behalf of states (including the District of 
Columbia), territories and possessions of the United States and their 
political subdivisions, agencies and instrumentalities, the interest from 
which is exempt from federal income tax. At least 80% of the Fund's total 
assets will be invested in municipal bonds unless LB Research determines 
that market conditions call for a temporary defensive posture.

The Fund does not generally intend to purchase securities if, as a result of 
such purchase, more than 25% of the value of its total assets would be 
invested in the securities of governmental subdivisions located in any one 
state, territory or possession of the United States. The Fund may invest 
more than 25% of the value of its total assets in industrial development 
bonds. As to industrial development bonds, the Fund may invest up to 25% of 
its total assets in securities issued in connection with the financing of 
projects with similar characteristics, such as toll road revenue bonds, 
housing revenue bonds or electric power project revenue bonds, or in 
industrial development revenue bonds which are based, directly or 
indirectly, on the credit of private entities in any one industry. This may 
make the Fund more susceptible to economic, political or regulatory 
occurrences affecting a particular industry or sector and increase the 
potential for fluctuation of net asset value.

Municipal Bonds:  Municipal bonds are generally issued to finance public 
works, such as bridges and highways, housing, mass transportation projects, 
schools and hospitals. Municipal bonds are also issued to repay outstanding 
obligations, to raise funds for general operating expenses and to make loans 
to other public institutions and facilities. The two principal 
classifications of municipal bonds are "general obligation" and "revenue" 
bonds. General obligation bonds are secured by the issuer's pledge and 
ability to raise taxes to repay the principal and interest. Revenue bonds 
are repayable only from the income earned from the facility financed by the 
bond or other specific source of revenue. For example, income earned by a 
housing development can be used to repay the bonds that raised the funds for 
its construction.

Industrial Development Bonds:  Industrial development bonds are considered 
municipal bonds if the interest paid on them is exempt from federal income 
tax. Industrial development bonds which qualify as municipal bonds are 
almost always revenue bonds. They are issued by or on behalf of public 
authorities to raise money for privately-operated housing facilities, sports 
facilities, convention or trade show centers, airports, mass transit, port 
facilities, parking areas, air or water pollution control facilities and 
certain local facilities for water supply, gas, electricity or sewage 
disposal.

Municipal Bonds Suitable for Investment:  The Fund generally restricts its 
investments to municipal bonds rated Aaa, Aa, A or Baa by Moody's, or AAA, 
AA, A or BBB by S&P. Municipal bonds in the lowest rated category have 
speculative characteristics. The Fund also may invest in municipal bonds 
(but not industrial development bonds) that are not rated by Moody's or S&P 
but, in the opinion of LB Research, would qualify for Standard & Poor's BBB 
or Moody's Baa rating. Subsequent to its purchase by the Fund, an issue of 
municipal bonds may cease to be rated or its rating may be reduced below the 
minimums required for purchase by the Fund. Neither event requires the 
elimination of such obligation from the Fund's portfolio, but LB Research 
will consider such an event in its determination of whether the Fund should 
continue to hold such obligation in its portfolio.

   
The annual portfolio turnover rates of the Fund for the the fiscal years 
ended October 31, 1995 and October 31, 1994 were 36% and 38%, respectively.
    

For information on other investment policies of the Fund, see "Additional 
Investment Practices" below.


Lutheran Brotherhood Money Market Fund 

The LB Money Market Fund's investment objective is current income consistent 
with stability of principal.

The Fund pursues this investment objective by investing in a portfolio of 
money market instruments that mature in 397 days or less in order to obtain 
current income and maintain a stable principal. The dollar-weighted average 
maturity of money market instruments held by the LB Money Market Fund will 
be 90 days or less. The policy of the Fund is generally to hold instruments 
until maturity. However, the Fund may attempt to increase yield by trading 
portfolio securities to take advantage of short-term market variations.

Permissible LB Money Market Fund investments include, but are not limited 
to:  U.S. Treasury bills and all other marketable obligations issued or 
guaranteed by the U.S. Government, its agencies or instrumentalities; 
instruments of domestic and foreign banks and savings and loans; prime 
commercial paper; variable amount demand master notes; repurchase 
agreements; instruments secured by the obligations described above and 
asset-backed securities.

The Fund will not purchase a security (other than U.S. Government 
obligations) unless the security (i) is rated by at least two nationally 
recognized statistical rating organizations (NRSROs) with the highest rating 
assigned to short-term debt securities (or, if rated by only one NRSRO by 
that NRSRO, or if not rated, is determined to be of comparable quality), or 
(ii) is rated by at least two such NRSROs within the two highest ratings 
assigned to short-term debt securities (or, if rated by only one NRSRO by 
that NRSRO, or if not rated, is determined to be of comparable quality) and 
not more than 5% of the assets of the Fund would be invested in such 
securities.  In addition, the Fund may not invest more than 1% of its total 
assets or $1 million (whichever is greater) in the securities of a single 
issuer included in clause (ii) above. Determinations of comparable quality 
are made by LB Research in accordance with procedures established by the 
Board of Trustees.

U.S. Government Obligations:  The types of U.S. Government obligations in 
which the Fund may invest include, but are not limited to:  direct 
obligations of the U.S. Treasury, such as U.S. Treasury bills, bonds and 
notes; and instruments issued or guaranteed by the U.S. Government, its 
agencies or instrumentalities which are backed by the full faith and credit 
of the United States, the credit of the agency or instrumentality (a 
governmental agency organized under federal charter with government 
supervision) issuing the obligations, or the issuer's right to borrow from 
the U.S. Treasury. These U.S. Government obligations may include notes, 
bonds and discount notes issued by following agencies:  Federal Land Banks; 
Central Bank for Cooperatives; Federal Intermediate Credit Banks; Federal 
Home Loan Banks; Farmers Home Administration; and Federal National Home 
Mortgage Association.

Bank Instruments:  The Fund invests only in instruments of domestic and 
foreign banks and savings and loans if they have capital and surplus of over 
$100,000,000 or the principal amount of the instrument in which the Fund is 
investing is insured by the Federal Deposit Insurance Corporation (FDIC), 
including domestic or Eurodollar certificates of deposit, demand and time 
deposits, savings shares and bankers' acceptances.

Asset-Backed Securities:  Asset-backed securities represent interests in 
pools of consumer loans such as credit card receivables, leases on equipment 
such as computers and other financial instruments. These securities provide 
a flow-through of interest and principal payments as payments are received 
on the loans or leases and may be supported by letters of credit or similar 
guarantees of payment by a financial institution. These securities are 
subject to the risks of non-payment of the underlying loans as well as the 
risks of prepayment. An interest in a bank sponsored master trust which 
holds the receivables for a major international credit card is an example of 
an asset backed security; an interest in a trust which holds the customer 
receivable for a large consumer products company is another example.

For information on other investment policies of the Fund, see "Additional 
Investment Practices" below.


ADDITIONAL INVESTMENT PRACTICES

Various of the Funds may purchase the following securities or may engage in 
the following transactions.

REPURCHASE AGREEMENTS

Each of the Funds may engage in repurchase agreement transactions in pursuit 
of its investment objective. A repurchase agreement consists of a purchase 
and a simultaneous agreement to resell for later delivery at an agreed upon 
price and rate of interest U.S. Government obligations. The Fund or its 
custodian will take possession of the obligations subject to a repurchase 
agreement. If the original seller of a security subject to a repurchase 
agreement fails to repurchase the security at the agreed upon time, the Fund 
could incur a loss due to a drop in the market value of the security during 
the time it takes the Fund to either sell the security or take action to 
enforce the original seller's agreement to repurchase the security. Also, if 
a defaulting original seller filed for bankruptcy or became insolvent, 
disposition of such security might be delayed by pending court action. The 
Fund may only enter into repurchase agreements with banks and other 
recognized financial institutions such as broker/dealers which are found by 
LB Research (or the Sub-advisor) to be creditworthy. 

REVERSE REPURCHASE AGREEMENTS

Each of the Funds except the LB Money Market Fund also may enter into 
reverse repurchase agreements, which are similar to borrowing cash. A 
reverse repurchase agreement is a transaction in which the Fund transfers 
possession of a portfolio instrument to another person, such as a financial 
institution, broker or dealer, in return for a percentage of the 
instrument's market value in cash, with an agreement that at a stipulated 
date in the future the Fund will repurchase the portfolio instrument by 
remitting the original consideration plus interest at an agreed upon rate. 
The use of reverse repurchase agreements may enable the Fund to avoid 
selling portfolio instruments at a time when a sale may be deemed to be 
disadvantageous, but the ability to enter into reverse repurchase agreements 
does not assure that the Fund will be able to avoid selling portfolio 
instruments at a disadvantageous time. The Fund will engage in reverse 
repurchase agreements which are not in excess of 60 days to maturity and 
will do so to avoid borrowing cash and not for the purpose of investment 
leverage or to speculate on interest rate changes. 

WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS

Each of the Funds may purchase securities on a when-issued and delayed 
delivery basis. When-issued and delayed delivery transactions arise when 
U.S. Government obligations and other types of securities are bought by the 
Fund with payment and delivery taking place in the future. The settlement 
dates of these transactions, which may be a month or more after entering 
into the transaction, are determined by mutual agreement of the parties. 
There are no fees or other expenses associated with these types of 
transactions other than normal transaction costs. To the extent a Fund 
engages in when-issued and delayed delivery transactions, it will do so for 
the purpose of acquiring portfolio instruments consistent with its 
investment objective and policies and not for the purpose of investment 
leverage or to speculate on interest rate changes. On the settlement date, 
the value of such instruments may be less than the cost thereof. When 
effecting when-issued and delayed delivery transactions, cash, cash 
equivalents or high grade debt obligations of a dollar amount sufficient to 
make payment for the obligations to be purchased will be segregated at the 
trade date and maintained until the transaction has been settled.

LENDING SECURITIES

Each of the Funds may from time to time lend the securities it holds to 
broker-dealers, provided that such loans are made pursuant to written 
agreements and are continuously secured by collateral in the form of cash, 
U.S. Government securities, or irrevocable standby letters of credit in an 
amount at all times equal to at least the market value of the loaned 
securities plus the accrued interest and dividends. For the period during 
which the securities are on loan, the lending Fund will be entitled to 
receive the interest and dividends, or amounts equivalent thereto, on the 
loaned securities and a fee from the borrower or interest on the investment 
of the cash collateral. The right to terminate the loan will be given to 
either party subject to appropriate notice. Upon termination of the loan, 
the borrower will return to the Fund securities identical to the loaned 
securities.

The primary risk in lending securities is that the borrower may become 
insolvent on a day on which the loaned security is rapidly increasing in 
value. In such event, if the borrower fails to return the loaned security, 
the existing collateral might be insufficient to purchase back the full 
amount of the security loaned, and the borrower would be unable to furnish 
additional collateral. The borrower would be liable for any shortage, but 
the lending Fund would be an unsecured creditor with respect to such 
shortage and might not be able to recover all or any thereof. However, this 
risk may be minimized by a careful selection of borrowers and securities to 
be lent and by monitoring collateral.

No Fund will not lend securities to broker-dealers affiliated with LB 
Research or the Sub-advisor. This will not affect the Fund's ability to 
maximize its securities lending opportunities. No Fund may lend any security 
or make any other loan if, as a result, more than one-third of its total 
assets would be lent to other parties.

PUT AND CALL OPTIONS
   (All Funds except the LB Money Market Fund)

SELLING ("WRITING") COVERED CALL OPTIONS: Certain of the Funds may from time 
to time sell ("WRITE") covered call options on any portion of its portfolio 
as a hedge to provide partial protection against adverse movements in prices 
of securities in those Funds and, subject to the limitations described 
below, for the non-hedging purpose of attempting to create additional 
income.  A call option gives the buyer of the option, upon payment of a 
premium, the right to call upon the writer to deliver a specified amount of 
a security on or before a fixed date at a predetermined ("strike") price. As 
the writer of a call option, a Fund assumes the obligation to deliver the 
underlying security to the holder of the option on demand at the strike 
price.

If the price of a security hedged by a call option falls below or remains 
below the strike price of the option, a Fund will generally not be called 
upon to deliver the security. A Fund will, however, retain the premium 
received for the option as additional income, offsetting all or part of any 
decline in the value of the security. If the price of a hedged security 
rises above or remains above the strike price of the option, the Fund will 
generally be called upon to deliver the security. In this event, a Fund 
limits its potential gain by limiting the value it can receive from the 
security to the strike price of the option plus the option premium.

BUYING CALL OPTIONS: Certain of the Funds may also from time to time 
purchase call options on securities in which those Funds may invest. As the 
holder of a call option, a Fund has the right to purchase the underlying 
security or currency at the exercise price at any time during the option 
period (American style) or at the expiration of the option (European style). 
A Fund generally will purchase such options as a hedge to provide protection 
against adverse movements in the prices of securities which the Fund intends 
to purchase. In purchasing a call option, a Fund would realize a gain if, 
during the option period, the price of the underlying security increased by 
more than the amount of the premium paid. A Fund would realize a loss equal 
to all or a portion of the premium paid if the price of the underlying 
security decreased, remained the same, or did not increase by more than the 
premium paid. 

BUYING PUT OPTIONS: Certain of the Funds may from time to time purchase put 
options on any portion of its portfolio. A put option gives the buyer of the 
option, upon payment of a premium, the right to deliver a specified amount 
of a security to the writer of the option on or before a fixed date at a 
predetermined ("strike") price. A Fund generally will purchase such options 
as a hedge to provide protection against adverse movements in the prices of 
securities in the Fund. In purchasing a put option, a Fund would realize a 
gain if, during the option period, the price of the security declined by an 
amount in excess of the premium paid. A Fund would realize a loss equal to 
all or a portion of the premium paid if the price of the security increased, 
remained the same, or did not decrease by more than the premium paid.

   
OPTIONS ON FOREIGN CURRENCIES: The LB World Growth Fund may also write 
covered call options and purchase put and call options on foreign currencies 
as a hedge against changes in prevailing levels of currency exchange rates.
    

SELLING PUT OPTIONS: The Funds may not sell put options, except in the case 
of a closing purchase transaction (see Closing Transactions). 

INDEX OPTIONS: As part of its options transactions, certain of the Funds may 
also purchase and sell call options and purchase put options on stock and 
bond indices. Options on securities indices are similar to options on a 
security except that, upon the exercise of an option on a securities index, 
settlement is made in cash rather than in specific securities.

CLOSING TRANSACTIONS: Certain of the Funds may dispose of options which they 
have written by entering into "closing purchase transactions". Those Funds 
may dispose of options which they have purchased by entering into "closing 
sale transactions". A closing transaction terminates the rights of a holder, 
or the obligation of a writer, of an option and does not result in the 
ownership of an option.

A Fund realizes a profit from a closing purchase transaction if the premium 
paid to close the option is less than the premium received by the Fund from 
writing the option. The Fund realizes a loss if the premium paid is more 
than the premium received. The Fund may not enter into a closing purchase 
transaction with respect to an option it has written after it has been 
notified of the exercise of such option.

A Fund realizes a profit from a closing sale transaction if the premium 
received to close out the option is more than the premium paid for the 
option. A Fund realizes a loss if the premium received is less than the 
premium paid.

   
SPREADS AND STRADDLES: Certain of the Funds may also engage in "straddle" 
and "spread" transactions in order to enhance return, which is a 
speculative, non-hedging purpose. A straddle is established by buying both a 
call and a put option onthe same underlying security, each with the same 
exercise price and expirationdate. A spread is a combination of two or more 
call options or put options onthe same security with differing exercise 
prices or times to maturity. The particular strategies employed by a Fund 
will depend on LB Research's or the Sub-advisor's perception of anticipated 
market movements.

NEGOTIATED TRANSACTIONS: Certain of the Funds will generally purchase and 
sell options traded on a national securities or options exchange. Where 
options are not readily available on such exchanges, a Fund may purchase and 
sell options in negotiated transactions. A Fund effects negotiated 
transactions only with investment dealers and other financial institutions 
deemed creditworthy by its investment adviser. Despite the investment 
adviser's or sub-advisor's best efforts to enter into negotiated options 
transactions with only creditworthy parties, there is always a risk that the 
opposite party to the transaction may default in its obligation to either 
purchase or sell the underlying security at the agreed upon time and price, 
resulting in a possible loss by the Fund. This risk is described more 
completely in the section of this Prospectus entitled, "Risks of 
Transactions in Options and Futures". Options written or purchased by a Fund 
in negotiated transactions are illiquid and there is no assurance that a 
Fund will be able to effect a closing purchase or closing sale transaction 
at a time when its Investment Adviser or Sub-advisor believes it would be 
advantageous to do so. In the event the Fund is unable to effect a closing 
transaction with the holder of a call option written by the Fund, the Fund 
may not sell the security underlying the option until the call written by 
the Fund expires or is exercised. The underlying securities on such 
transactions will also be considered illiquid and are subject to the Fund's 
15% illiquid securities limitations.
    

LIMITATIONS: A Fund will not purchase any option if, immediately thereafter, 
the aggregate cost of all outstanding options purchased and held by the Fund 
would exceed 5% of the market value of the Fund's total assets. A Fund will 
not write any option if, immediately thereafter, the aggregate value of the 
Fund's securities subject to outstanding options would exceed 30% of the 
market value of the Fund's total assets.

FINANCIAL FUTURES AND OPTIONS ON FUTURES
   (All Funds except the LB Money Market Fund)

SELLING FUTURES CONTRACTS: Certain of the Funds may sell financial futures 
contracts ("futures contracts") as a hedge against adverse movements in the 
prices of securities in those Funds. Such contracts may involve futures on 
items such as U.S. Government Treasury bonds, notes and bills, government 
mortgage-backed securities; corporate and municipal bond indices; and stock 
indices. A futures contract sale creates an obligation for the Fund, as 
seller, to deliver the specific type of instrument called for in the 
contract at a specified future time for a specified price. In selling a 
futures contract, the Fund would realize a gain on the contract if, during 
the contract period, the price of the securities underlying the futures 
contract decreased. Such a gain would be expected to approximately offset 
the decrease in value of the same or similar securities in the Fund. The 
Fund would realize a loss if the price of the securities underlying the 
contract increased. Such a loss would be expected to approximately offset 
the increase in value of the same or similar securities in the Fund. 

Futures contracts have been designed by and are traded on boards of trade 
which have been designated "contract markets" by the Commodity Futures 
Trading Commission ("CFTC"). These boards of trade, through their clearing 
corporations, guarantee performance of the contracts. Although the terms of 
some financial futures contracts specify actual delivery or receipt of 
securities, in most instances these contracts are closed out before the 
settlement due date without the making or taking of delivery of the 
securities. Other financial futures contracts, such as futures contracts on 
a securities index, by their terms call for cash settlements. The closing 
out of a futures contract is effected by entering into an offsetting 
purchase or sale transaction.

When a Fund sells a futures contract, or a call option on a futures 
contract, it is required to make payments to the commodities broker which 
are called "margin" by commodities exchanges and brokers.

The payment of "margin" in these transactions is different than purchasing 
securities "on margin". In purchasing securities "on margin" an investor 
pays part of the purchase price in cash and receives an extension of credit 
from the broker, in the form of a loan secured by the securities, for the 
unpaid balance. There are two categories of "margin" involved in these 
transactions: initial margin and variation margin. Initial margin does not 
represent a loan between a Fund and its broker, but rather is a "good faith 
deposit" by a Fund to secure its obligations under a futures contract or an 
option. Each day during the term of certain futures transactions, a Fund 
will receive or pay "variation margin" equal to the daily change in the 
value of the position held by the Fund.

BUYING FUTURES CONTRACTS: Certain of the Funds may also purchase financial 
futures contracts as a hedge against adverse movements in the prices of 
securities which they intend to purchase. A futures contract purchase 
creates an obligation by a Fund, as buyer, to take delivery of the specific 
type of instrument called for in the contract at a specified future time for 
a specified price. In purchasing a futures contract, a Fund would realize a 
gain if, during the contract period, the price of the securities underlying 
the futures contract increased. Such a gain would approximately offset the 
increase in cost of the same or similar securities which a Fund intends to 
purchase. a Fund would realize a loss if the price of the securities 
underlying the contract decreased. Such a loss would approximately offset 
the decrease in cost of the same or similar securities which a Fund intends 
to purchase.

OPTIONS ON FUTURES CONTRACTS: Certain of the Funds may also sell ("write") 
covered call options on futures contracts and purchase put and call options 
on futures contracts in connection with hedging strategies. A Fund may not 
sell put options on futures contracts. An option on a futures contract gives 
the buyer of the option, in return for the premium paid for the option, the 
right to assume a position in the underlying futures contract (a long 
position if the option is a call and a short position if the option is a 
put). The writing of a call option on a futures contract constitutes a 
partial hedge against declining prices of securities underlying the futures 
contract to the extent of the premium received for the option. The purchase 
of a put option on a futures contract constitutes a hedge against price 
declines below the exercise price of the option and net of the premium paid 
for the option. The purchase of a call option constitutes a hedge, net of 
the premium, against an increase in cost of securities which a Fund intends 
to purchase.

   
CURRENCY FUTURES CONTRACTS AND OPTIONS: The LB World Growth Fund may also 
sell and purchase currency futures contracts (or options thereon) as a hedge 
against changes in prevailing levels of currency exchange rates. Such 
contracts may be traded on U.S. or foreign exchanges. The Fund will not use 
such contracts or options for leveraging purposes. 
    

LIMITATIONS: Certain of the Funds may engage in futures transactions, and 
transactions involving options on futures, only on regulated commodity 
exchanges or boards of trade. A Fund will not enter into a futures contract 
or purchase or sell related options if immediately thereafter (a) the sum of 
the amount of initial margin deposits on the Fund's existing futures and 
related options positions and premiums paid for options with respect to 
futures and options used for non-hedging purposes would exceed 5% of the 
market value of the Fund's total assets or (b) the sum of the then aggregate 
value of open futures contracts sales, the aggregate purchase prices under 
open futures contract purchases, and the aggregate value of futures 
contracts subject to outstanding options would exceed 30% of the market 
value of the Fund's total assets. In addition, in instances involving the 
purchase of futures contracts or call options thereon, a Fund will maintain 
cash or cash equivalents, less any related margin deposits, in an amount 
equal to the market value of such contracts. "Cash and cash equivalents" may 
include cash, government securities, or liquid high quality debt 
obligations.

   
HYBRID INVESTMENTS

As part of its investment program and to maintain greater flexibility, the 
Fund may invest in hybrid instruments (a potentially high risk derivative) 
which have the characteristics of futures, options and securities. Such 
instruments may take a variety of forms, such as debt instruments with 
interest or principal payments determined by reference to the value of a 
currency, security index or commodity at a future point in time. The risks 
of such investments would reflect both the risks of investing in futures, 
options, currencies and securities, including volatility and illiquidity. 
Under certain conditions, the redemption value of a hybrid instrument could 
be zero. The Fund does not expect to hold more than 5% of its total assets 
in hybrid instruments. For a discussion of hybrid investments and the risks 
involved therein, see the Trust's Statement of Additional Information under 
"Additional Information Concerning Certain Investment Techniques". 
    

RISKS OF TRANSACTIONS IN OPTIONS AND FUTURES

There are certain risks involved in the use of futures contracts, options on 
securities and securities index options, and options on futures contracts, 
as hedging devices. There is a risk that the movement in the prices of the 
index or instrument underlying an option or futures contract may not 
correlate perfectly with the movement in the prices of the assets being 
hedged. The lack of correlation could render a Fund's hedging strategy 
unsuccessful and could result in losses. The loss from investing in futures 
transactions is potentially unlimited.

There is a risk that LB Research or the Sub-advisor could be incorrect in 
their expectations about the direction or extent of market factors such as 
interest rate movements. In such a case a Fund would have been better off 
without the hedge. In addition, while the principal purpose of hedging is to 
limit the effects of adverse market movements, the attendant expense may 
cause a Fund's return to be less than if hedging had not taken place. The 
overall effectiveness of hedging therefore depends on the expense of hedging 
and LB Research's or the Sub-advisor's accuracy in predicting the future 
changes in interest rate levels and securities price movements.

A Fund will generally purchase and sell options traded on a national 
securities or options exchange. Where options are not readily available on 
such exchanges a Fund may purchase and sell options in negotiated 
transactions. When a Fund uses negotiated options transactions it will seek 
to enter into such transactions involving only those options and futures 
contracts for which there appears to be an active secondary market. There is 
nonetheless no assurance that a liquid secondary market such as an exchange 
or board of trade will exist for any particular option or futures contract 
at any particular time. If a futures market were to become unavailable, in 
the event of an adverse movement, a Fund would be required to continue to 
make daily cash payments of maintenance margin if it could not close a 
futures position. If an options market were to become unavailable and a 
closing transaction could not be entered into, an option holder would be 
able to realize profits or limit losses only by exercising an option, and an 
option writer would remain obligated until exercise or expiration. In 
addition, exchanges may establish daily price fluctuation limits for options 
and futures contracts, and may halt trading if a contract's price moves 
upward or downward more than the limit in a given day. On volatile trading 
days when the price fluctuation limit is reached or a trading halt is 
imposed, it may be impossible for a Fund to enter into new positions or 
close out existing positions. If the secondary market for a contract is not 
liquid because of price fluctuation limits or otherwise, it could prevent 
prompt liquidation of unfavorable positions, and potentially could require a 
Fund to continue to hold a position until delivery or expiration regardless 
of changes in its value. As a result, a Fund's access to other assets held 
to cover its options or futures positions could also be impaired.

When conducting negotiated options transactions there is a risk that the 
opposite party to the transaction may default in its obligation to either 
purchase or sell the underlying security at the agreed upon time and price. 
In the event of such a default, a Fund could lose all or part of benefit it 
would otherwise have realized from the transaction, including the ability to 
sell securities it holds at a price above the current market price or to 
purchase a security from another party at a price below the current market 
price.

The Funds intend to continue to meet the requirements of federal law to be 
treated as a regulated investment company. One of these requirements is that 
a Fund realize less than 30% of its annual gross income from the sale of 
securities held for less than three months. Accordingly, the extent to which 
a Fund may engage in futures contracts and related options may be materially 
limited by this 30% test. Options activities of a Fund may increase the 
amount of gains from the sale of securities held for less than three months, 
because gains from the expiration of, or from closing transactions with 
respect to, call options written by a Fund will be treated as short-term 
gains and because the exercise of call options written by the Fund would 
cause it to sell the underlying securities before it otherwise might.

Finally, if a broker or clearing member of an options or futures clearing 
corporation were to become insolvent, a Fund could experience delays and 
might not be able to trade or exercise options or futures purchased through 
that broker or clearing member. In addition, a Fund could have some or all 
of its positions closed out without its consent. If substantial and 
widespread, these insolvencies could ultimately impair the ability of the 
clearing corporations themselves.

TEMPORARY DEFENSIVE INVESTMENTS

The LB Opportunity Growth Fund, LB World Growth Fund, LB Fund, LB High Yield 
Fund, LB Income Fund, and LB Municipal Bond Fund, may hold up to 100% of 
their assets in cash or short-term debt securities for temporary defensive 
position when, in the opinion of LB Research or the Sub-advisor such a 
position is more likely to provide protection against unfavorable market 
conditions than adherence to the Funds' other investment policies. The types 
of short-term instruments in which the Funds may invest for such purposes 
include short-term money market securities such as repurchase agreements and 
securities issued or guaranteed by the U.S. Government or its agencies or 
instrumentalities, certificates of deposit, Eurodollar certificates of 
deposit, commercial paper and banker's acceptances issued by domestic and 
foreign corporations and banks. When investing in short-term money market 
obligations for temporary defensive purposes, a Fund will invest only in 
securities rated at the time of purchase Prime-1 or Prime-2 by Moody's, A-1 
or A-2 by S&P, F-1 or F-2 by Fitch Investors Service, Inc., or unrated 
instruments that are determined by LB Research or the Sub-advisor to be of a 
comparable level of quality. When a Fund adopts a temporary defensive 
position its investment objective may not be achieved.

INVESTMENT LIMITATIONS

In seeking to lessen investment risk, each Fund operates under certain 
investment restrictions. The restrictions in the following paragraphs may 
not be changed with respect to any Fund except by a vote of a majority of 
the outstanding voting securities of that Fund.

No Fund may, with respect to 75% of its total assets, purchase the 
securities of any issuer (except Government Securities, as such term is 
defined in the Investment Company Act of 1940) if, as a result, the Fund 
would own more than 10% of the outstanding voting securities of such issuer 
or the Fund would have more than 5% of its total assets invested in the 
securities of such issuer. The LB Opportunity Growth Fund, LB World Growth 
Fund, LB Fund, LB High Yield Fund, LB Income Fund, and LB Money Market Fund 
may not invest in a security if the transaction would result in 25% or more 
of the Fund's total assets being invested in any one industry.

A Fund other than the LB Money Market Fund may borrow (through reverse 
repurchase agreements or otherwise) up to one-third of its total assets. If 
a Fund borrows money its share price will be subject to greater fluctuation 
until the borrowing is paid off. If a Fund makes additional investments 
while borrowings are outstanding, this may be considered a form of leverage. 
If borrowings, including reverse repurchase agreements, exceed 5% of a 
Fund's total assets, such Fund will not purchase portfolio securities.

For further information on these and other investment restrictions, 
including nonfundamental investment restrictions which may be changed 
without a shareholder vote, see the Statement of Additional Information.

INVESTMENT RISKS

Special risks are associated with investments in some of the Funds, beyond 
the standard level of risks. These risks are described below. An investor 
should take into account his or her investment objectives and ability to 
absorb a loss or decline in his or her investment when considering an 
investment in such Funds. Investors in certain of the Funds assume an above 
average risk of loss, and should not consider an investment those Funds to 
be a complete investment program.

LB Opportunity Growth Fund Investment Risks

The LB Opportunity Growth Fund is aggressively managed and invests primarily 
in the stocks of smaller, less seasoned companies many of which are traded 
on an over-the-counter basis, rather than on a national exchange. These 
companies represent a relatively higher degree of risk than do the stocks of 
larger, more established companies. The companies the LB Opportunity Growth 
Fund invests in also tend to be more dependent on the success of a single 
product line and have less experienced management. They tend to have smaller 
market shares, smaller capitalization, and less access to sources of 
additional capital. As a result, these companies tend to have less ability 
to cope with problems and market downturns and their shares of stock tend to 
be less liquid and more volatile in price.

LB World Growth Fund Investment Risks

The Fund, may invest in stocks of foreign issuers and in "ADRs" "EDRs" of 
foreign stocks. When investing in foreign stocks, ADRs and EDRs, the Fund 
assumes certain additional risks that are not present with investments in 
stocks of domestic companies. These risks include political and economic 
developments such as possible expropriation or confiscatory taxation that 
might adversely affect the market value of such stocks, ADRs and EDRs. In 
addition, there may be less publicly available information about such 
foreign issuers than about domestic issuers, and such foreign issuers may 
not be subject to the same accounting, auditing and financial standards and 
requirements as domestic issuers.

OTHER RISKS OF FOREIGN INVESTING INCLUDE:

Foreign Securities. Investments in securities of foreign issuers may involve 
risks that are not present with domestic investments. While investments in 
foreign securities are intended to reduce risk by providing further 
diversification, such investments involve sovereign risk in addition to 
credit and market risks. Sovereign risk includes local political or economic 
developments, potential nationalization, withholding taxes on dividend or 
interest payments, and currency blockage (which would prevent cash from 
being brought back to the United States). Compared to United States issuers, 
there is generally less publicly available information about foreign issuers 
and there may be less governmental regulation and supervision of foreign 
stock exchanges, brokers and listed companies. Fixed brokerage commissions 
on foreign securities exchanges are generally higher than in the United 
States. Foreign issuers are not generally subject to uniform accounting and 
auditing and financial reporting standards, practices and requirements 
comparable to those applicable to domestic issuers. Securities of some 
foreign issuers are less liquid and their prices are more volatile than 
securities of comparable domestic issuers. In some countries, there may also 
be the possibility of expropriation or confiscatory taxation, limitations on 
the removal of funds or other assets, difficulty in enforcing contractual 
and other obligations, political or social instability or revolution, or 
diplomatic developments which could affect investments in those countries. 
Settlement of transactions in some foreign markets may be delayed or less 
frequent than in the United States, which could affect the liquidity of 
investments. For example, securities which are listed on foreign exchanges 
or traded in foreign markets may trade on days (such as Saturday) when the 
Fund does not compute its price or accept orders for the purchase, 
redemption or exchange of its shares. As a result, the net asset value of 
the Fund may be significantly affected by trading on days when shareholders 
cannot make transactions. Further, it may be more difficult for the Trust's 
agents to keep currently informed about corporate actions which may affect 
the price of portfolio securities. Communications between the U.S. and 
foreign countries may be less reliable than within the U.S., increasing the 
risk of delayed settlements or loss of certificates for portfolio 
securities.

Investments by the Fund in foreign companies may require the Fund to hold 
securities and funds denominated in a foreign currency. Foreign investments 
may be affected favorably or unfavorably by changes in currency rates and 
exchange control regulations. Thus, the Fund's net asset value per share 
will be affected by changes in currency exchange rates. Changes in foreign 
currency exchange rates may also affect the value of dividends and interest 
earned, gains and losses realized on the sale of securities and net 
investment income and gains, if any, to be distributed to shareholders of 
the Fund. They generally are determined by the forces of supply and demand 
in foreign exchange markets and the relative merits of investment in 
different countries, actual or perceived changes in interest rates or other 
complex factors, as seen from an international perspective. Currency 
exchange rates also can be affected unpredictably by intervention by U.S. or 
foreign governments or central banks or the failure to intervene, or by 
currency controls or political developments in the U.S. or abroad. In 
addition, the Fund may incur costs in connection with conversions between 
various currencies. Investors should understand and consider carefully the 
special risks involved in foreign investing. These risks are often 
heightened for investments in emerging or developing countries.

Developing Countries. Investing in developing countries involves certain 
risks not typically associated with investing in U.S. securities, and 
imposes risks greater than, or in addition to, risks of investing in 
foreign, developed countries. These risks include:  the risk of 
nationalization or expropriation of assets or confiscatory taxation; 
currency devaluations and other currency exchange rate fluctuations; social, 
economic and political uncertainty and instability (including the risk of 
war); more substantial government involvement in the economy; higher rates 
of inflation; less government supervision and regulation of the securities 
markets and participants in those markets; controls on foreign investment 
and limitations on repatriation of invested capital and on the Fund's 
ability to exchange local currencies for U.S. dollars; unavailability of 
currency hedging techniques in certain developing countries; the fact that 
companies in developing countries may be smaller, less seasoned and newly 
organized companies; the difference in, or lack of, auditing and financial 
reporting standards, which may result in unavailability of material 
information about issuers; the risk that it may be more difficult to obtain 
and/or enforce a judgment in a court outside the United States; and greater 
price volatility, substantially less liquidity and significantly smaller 
market capitalization of securities markets.

American Depository Receipts (ADRs) and European Depository Receipts (EDRs):  
ADRs are dollar-denominated receipts generally issued by a domestic bank 
that represents the deposit of a security of a foreign issuer. ADRs may be 
publicly traded on exchanges or over-the-counter in the United States. EDRs 
are receipts similar to ADRs and are issued and traded in Europe. ADRs and 
EDRs may be issued as sponsored or unsponsored programs. In sponsored 
programs, the issuer makes arrangements to have its securities traded in the 
form of ADRs or EDRs. In unsponsored programs, the issuer may not be 
directly involved in the creation of the program. Although regulatory 
requirements with respect to sponsored and unsponsored programs are 
generally similar, the issuers of unsponsored ADRs or EDRs are not obligated 
to disclose material information in the United States and, therefore, the 
import of such information may not be reflected in the market value of such 
securities.

CURRENCY FLUCTUATIONS. Investment in securities denominated in foreign 
currencies involves certain risks. A change in the value of any such 
currency against the U.S. dollar will result in a corresponding change in 
the U.S. dollar value of a Fund's assets denominated in that currency. Such 
changes will also affect a Fund's income. Generally, when a given currency 
appreciates against the dollar (the dollar weakens) the value of a Fund's 
securities denominated in that currency will rise. When a given currency 
depreciates against the dollar (the dollar strengthens) the value of a 
Fund's securities denominated in that currency would be expected to decline.

LB High Yield Fund Investment Risks

Investment in high yield, high risk securities (sometimes referred to as 
"junk bonds") involves a greater degree of risk than investment in higher 
quality securities. Investment in high yield, high risk securities involves 
increased financial risk due to the higher risk of default by the issuers of 
bonds and other debt securities having quality rating of "Ba" or lower by 
Moody's or "BB" or lower by Standard & Poor's. The higher risk of default 
may be due to higher debt leverage ratios, a history of low profitability or 
losses, or other fundamental factors that weaken the ability of the issuer 
to service its debt obligations.

In addition to the factors of issuer creditworthiness described above, high 
yield, high risk securities generally involve a number of additional market 
risks. These risks include:

Youth and Growth of High Yield, High Risk Market:  The high yield, high risk 
bond market is relatively new. While many of the high yield issues currently 
outstanding have endured an economic recession, there can be no assurance 
that this will be true in the event of increased interest rates or 
widespread defaults brought about by a more severe and sustained economic 
downturn.

Sensitivity to Interest Rate and Economic Changes:  The market value of high 
yield, high risk securities have been found to be less sensitive to interest 
rate changes on a short-term basis than higher-rated investments, but more 
sensitive to adverse economic developments or individual corporate 
developments. During an economic downturn or substantial period of rising 
interest rates, highly leveraged issuers may be more likely to experience 
financial stress which would impair their ability to service their principal 
and interest payment obligations or obtain additional financing. In the 
event the issuer of a bond defaults on payments, the LB High Yield Fund may 
incur additional expenses in seeking recovery. In periods of economic change 
and uncertainty, market values of high yield, high risk securities and the 
LB High Yield Fund's assets value may become more volatile. Furthermore, in 
the case of zero coupon or payment-in-kind high yield, high risk securities, 
market values tend to be more greatly affected by interest rate changes than 
securities which pay interest periodically and in cash. Changes in the 
market value of securities owned by the LB High Yield Fund will not affect 
cash income but will affect the net asset value of the Fund's shares.

Payment Expectations:  High yield, high risk securities, like higher quality 
securities, may contain redemption or call provisions, which allow the 
issuer to redeem a security in the event interest rates drop. In this event, 
the LB High Yield Fund would have to replace the issue with a lower yielding 
security, resulting in a decreased yield for investors.

Liquidity and Valuation:  High yield, high risk securities at times tend to 
be more thinly traded and are less likely to have an estimated retail 
secondary market than investment grade securities. This may adversely impact 
the LB High Yield Fund's ability to dispose of particular issues and to 
accurately value securities in the LB High Yield Fund's portfolios. Also, 
adverse publicity and investor perceptions, whether or not based on 
fundamental analysis, may decrease market values and liquidity, especially 
on thinly traded issues.

Taxation:  High yield, high risk securities structured as zero coupon or 
payment-in-kind issues may require the LB High Yield Fund to report interest 
on such securities as income even though the LB High Yield Fund receives no 
cash interest on such securities until the maturity or payment date. The LB 
High Yield Fund may be required to sell other securities to generate cash to 
make any required dividend distribution.

Limiting Investment Risk

LB Research believes that the risks of investing in high yield, high risk 
securities can be reduced by the use of professional portfolio management 
techniques including:

Credit Research:  LB Research will perform it owns credit analysis in 
addition to using recognized rating agencies and other sources, including 
discussions with the issuer's management, the judgment of other investment 
analysts and its own judgment. The adviser's credit analysis will consider 
such factors as the issuer's financial soundness, its responsiveness to 
changes in interest rates and business conditions, its anticipated cash 
flow, asset values, interest or dividend coverage and earnings.

   
Diversification:  The LB High Yield Fund invests in widely diversified 
portfolio of securities to minimize the impact of a loss in any single 
investment and to reduce portfolio risk. As of October 31, 1995, the LB High 
Yield Fund held securities of 104 corporate issuers, and the LB High Yield 
Fund's holdings had the following credit quality characteristics:

                                                          Percentage of 
Investment                                                  Net Assets 
- ----------                                                  ------------

Short-term securities
   AAA equivalent                                                 5.2%
Government obligations                                             --
Corporate obligations
   AAA/Aaa                                                         --
   AA/Aa                                                           --
   A/A                                                             --
   BBB/Baa                                                        0.3%
   BB/Ba                                                          8.6%
   B/B                                                           48.1%
   CCC/Caa                                                       14.0%
   CC/Ca                                                          1.3%
   D/D                                                            0.2%
   Not rated                                                      3.8%
Other Net Assets                                                 18.5%
                                                                 ------
Total                                                            100.0%
    

Economic and Market Analysis:  LB Research will analyze current developments 
and trends in the economy and in the financial markets. The LB High Yield 
Fund may invest in higher quality securities in the event that investment in 
high yield, high risk securities is deemed to present unacceptable market or 
financial risk.


BUYING SHARES OF THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS

INITIAL PURCHASES

The Funds are a family of mutual funds offering investment opportunities to 
members of Lutheran Brotherhood and to Lutheran church organizations, 
trusts, and employee benefit plans. Lutheran Brotherhood membership is open 
to any person who is (1) baptized in the Christian faith or affiliated with 
a Lutheran church organization and (2) professes to be a Lutheran, or to any 
non-Lutheran who is a spouse, dependent child, or grandchild of a member or 
qualified proposed member.

To make your first purchase of shares of the Funds:

  *  complete and sign an application included in this booklet;

  *  enclose a check made payable to the Fund you have chosen: Lutheran 
Brotherhood Opportunity Growth Fund, Lutheran Brotherhood World Growth Fund, 
Lutheran Brotherhood Fund, Lutheran Brotherhood High Yield Fund, Lutheran 
Brotherhood Income Fund, Lutheran Brotherhood Municipal Bond Fund, or 
Lutheran Brotherhood Money Market Fund; and

  *  mail your application and check to Lutheran Brotherhood Securities, 625 
     Fourth Avenue S., Minneapolis, MN 55415.

SUBSEQUENT PURCHASES

To purchase additional shares of any of The Lutheran Brotherhood Family of 
Funds, send a check payable to the Fund to LB Securities together with a 
completed To Invest By Mail form. You may also buy additional Fund shares 
through:

  *  your LB Securities representative;

  *  the Systematic Investment Plan (SIP), under which you authorize 
     automatic monthly payments to the Fund from your checking account;

  *  the automatic Payroll Deduction Plan;

  *  Invest-by-Phone; or

  *  Federal Reserve or bank wire.

INVEST-BY-PHONE

The Fund's Invest-by-Phone service allows you to telephone LB Securities to 
request the purchase of Fund shares. You must first complete an Account 
Privileges Application permitting LB Securities to accept your telephoned 
requests. When LB Securities receives your telephoned request, it will draw 
funds directly from your preauthorized bank account at a commercial or 
savings bank or credit union. The bank or credit union must be a member of 
the Automated Clearing House system. To use this service, you may call 800-
328-4552 or (612) 339-8091 before 4:00 p.m. (Eastern time). Funds will be 
withdrawn from your bank or credit union account and shares will be 
purchased for you at the price next calculated by the Fund after receipt of 
funds from your bank. This service may also be used to redeem shares. See 
"Redeeming Shares."

FEDERAL RESERVE OR BANK WIRE

You may purchase shares by Federal Reserve or bank wire directly to Norwest 
Bank Minnesota, N.A. This method will result in a more rapid investment in 
Fund shares. To wire Funds:

Notify LBSC of a pending wire, call: (800) 328-4552, or (612) 339-8091 
(local)

Wire to: Norwest Bank of Minneapolis, NA
         Norwest Bank
         6th Street and Marquette Avenue
         Minneapolis, MN  55479

ABA Routing #: 091000019

Account #: 00-003-156

Account Name: Lutheran Brotherhood Securities Corp.

Use text message to indicate:
Transfer for - shareholder name(s), fund and account number, LB 
Representative name and number.


Your LB Securities representative can explain any of these investment plans.

MINIMUM INVESTMENTS REQUIRED

Minimum investments required for the Fund are $500 for an initial purchase 
and $50 for additional purchases. An initial purchase of $50 is permitted 
for tax-deferred retirement plans, and Systematic Investment plans, and 
payroll plans. 

Minimum investments required for each of The Lutheran Brotherhood Family of 
Funds are outlined below.

   
<TABLE>
<CAPTION>
                                                  First          Additional
                                                 Purchase        Purchases 
                                                 --------        --------- 
<S>                                             <C>                 <C>
Lutheran Brotherhood Opportunity Growth Fund    $  500(1)(2)        $50 
Lutheran Brotherhood World Growth Fund          $  500(1)(2)        $50 
Lutheran Brotherhood Fund                       $  500(1)(2)        $50 
Lutheran Brotherhood High Yield Fund            $  500(1)(2)        $50 
Lutheran Brotherhood Income Fund                $  500(1)(2)        $50 
Lutheran Brotherhood Municipal Bond Fund        $  500(2)           $50 
Lutheran Brotherhood Money Market Fund          $1,500(3)           $50 
______________________
</TABLE>
    

(1) $50 initial purchase for tax-deferred retirement plans.
(2) $50 initial purchase under Systematic Investment Plan and payroll 
deduction plans.
(3) $100 initial purchase under Systematic Investment Plan and payroll 
deduction plans.

EXCHANGING SHARES BETWEEN FUNDS

You may exchange at relative net asset value shares of the Fund for any of 
the other funds in the Lutheran Brotherhood Family of Funds, including LB 
Opportunity Growth Fund, LB World Growth Fund, LB Fund, LB High Yield Fund, 
LB Income Fund, and LB Municipal Bond Fund.

Shares of the LB Money Market Fund acquired in such exchanges, including 
shares of that Fund acquired by reinvestment of dividends and held in the LB 
Money Market Fund may be re-exchanged at relative net asset value for shares 
of the Fund and the other Lutheran Brotherhood Funds. Shares of the LB Money 
Market Fund not acquired in such an exchange may be exchanged at relative 
net asset value plus the applicable sales load for shares of the Fund. Each 
exchange constitutes a sale of shares requiring the calculation of a capital 
gain or loss for tax reporting purposes. To obtain an exchange form or to 
receive more information about making exchanges between funds, contact your 
LB Securities representative. This exchange offer may be modified or 
terminated in the future. If the exchange offer is materially modified or 
terminated, you will receive at least 60 days prior notice.

TELEPHONE EXCHANGES

You may make the type of exchanges between Funds described above by 
telephone unless otherwise indicated on the account application. You may 
make an unlimited number of telephone exchanges. Telephone exchanges must be 
for a minimum amount of $500. Telephone exchanges may be made only into 
existing Fund or LB Money Market Fund accounts, and all accounts involved in 
telephone exchanges must have the same ownership registration. To request a 
telephone exchange, call toll-free (800) 328-4552; or (612) 339-8091.

The Funds reserve the right to refuse a wire or telephone redemption or 
exchange if it is reasonably believed to be unauthorized. Procedures for 
redeeming or exchanging Fund shares by wire or telephone may be modified or 
terminated at any time by the Funds. When requesting a redemption or 
exchange by telephone, shareholders should have available the correct 
account registration and account number or tax identification number. All 
telephone redemptions and exchanges are recorded and written confirmations 
are subsequently mailed to an address of record. Neither the Funds nor LB 
Securities will be liable for following redemption or exchange instructions 
received by telephone, which are reasonably believed to be genuine, and the 
shareholder will bear the risk of loss in the event of unauthorized or 
fraudulent telephone instructions. The Funds and LB Securities will employ 
reasonable procedures to confirm that instructions communicated by telephone 
are genuine. The Funds and/or LB Securities may be liable for any losses due 
to unauthorized or fraudulent instructions in the absence of following these 
procedures.

WHAT YOUR SHARES WILL COST

The offering price of the Fund is the next determined net asset value (which 
will fluctuate) plus any applicable sales charge.

NET ASSET VALUE OF YOUR SHARES

LB Money Market Fund seeks to maintain a stable $1.00 net asset value 
pursuant to procedures established by the Board of Trustees in connection 
with the amortized cost method of portfolio valuation. The net asset value 
for the other six Funds varies with the value of their investments. Each 
Fund determines its net asset value by adding the value of its portfolio 
securities to all other Fund assets, subtracting the Fund's liabilities, and 
dividing the result by the number of shares outstanding. 

   
The Funds determine their net asset value on each day the New York Stock 
Exchange is open for business, except July 5, 1996, the day after 
Thanksgiving, and the day before Christmas. The calculation is made as of 
the close of regular trading of the New York Stock Exchange (currently 4:00 
p.m. Eastern time) after the Fund has declared any applicable dividends.
    

SALES CHARGES

Sales charges apply to purchases of each Fund except the LB Money Market 
Fund. These sales charges vary from 1/2 of 1% to 5% of the offering price, 
depending upon the amount purchased, including the value of existing 
investments. The larger your purchase, the smaller the sales charge. 
Offering prices in this table apply to purchases by an individual or by an 
individual together with spouse and children under the age of 21. The LB 
Money Market Fund has no sales charge. 

<TABLE>
<CAPTION>
                                          SALES CHARGE      SALES CHARGE
                                              AS A              AS A
                                         PERCENTAGE OF      PERCENTAGE OF
AMOUNT INVESTED                          OFFERING PRICE   AMOUNT INVESTED
- -------------------------------------------------------------------------
<S>                                          <C>               <C>
$500,000 or more                             0.5%              0.5%
$250,000 and above but less than $500,000      1%                1%
$100,000 and above but less than $250,000      2%                2%
$50,000 and above but less than $100,000       3%              3.1%
$25,000 and above but less than $50,000        4%              4.2%
$15,000 and above but less than $25,000      4.5%              4.7%
Less than $15,000                              5%              5.3%
</TABLE>

EXCHANGING SHARES

If you already paid a sales charge on your shares, you may exchange shares 
between Funds without paying additional sales charges.

REDUCTION IN SALES CHARGES

Ways to reduce the sales charge include:

CUMULATIVE DISCOUNT: All current holdings of shares of LB Opportunity Growth 
Fund, LB World Growth Fund, LB Fund, LB High Yield Fund, LB Income Fund, LB 
Municipal Bond Fund, or LB Money Market Fund will be aggregated to permit 
you to enjoy any sales charge reduction allowed for larger sales. The Funds 
will combine purchases, including the value of existing investments, made by 
you, your spouse and your children under age 21 when it calculates your 
sales charge. In addition, reduced sales charges are available for purchases 
made at one time by a trustee or fiduciary for a single trust estate or a 
single fiduciary account. You must inform LB Securities that you qualify for 
this discount.

REINVESTMENT OF DIVIDENDS: Shares purchased by automatic reinvestment of 
dividends will not be subject to any sales charges.

THIRTEEN-MONTH LETTER OF INTENT:  If you intend to accumulate $15,000 or 
more, including the value of existing investments, in one or more of the 
Funds within the next 13 months, you may sign a letter of intent and receive 
a reduced sales charge on your share purchases.

REINVESTMENT UPON REDEMPTION:  If you redeem any or all of your LB 
Opportunity Growth Fund, LB World Growth Fund, LB Fund, LB High Yield Fund, 
LB Income Fund, or LB Municipal Bond Fund shares or received cash dividends 
from one of the Funds, you may reinvest the amount in any of these six Funds 
without paying a sales charge. You must make your reinvestment within 30 
days after redeeming your shares. 

FUNDS FROM LUTHERAN BROTHERHOOD AND OTHER LIFE INSURANCE AND ANNUITIES: If 
Fund shares are purchased with lump sum proceeds (does not apply to period 
payments) that are payable in the form of death benefits from any life 
insurance or annuity contract, insured endowment benefits, or matured 
annuity benefits issued by Lutheran Brotherhood, and are purchased within 90 
days of the issuance of such benefits, the sales charge for such shares will 
be reduced to one-half of the usual charge for such a purchase. If 
additional shares are also purchased with benefits payable under similar 
contracts or policies of other insurance companies, and such benefits have 
become payable as a result of the same occurrence for which the Lutheran 
Brotherhood benefits became payable, the sales charge for such additional 
purchase will also be reduced to one-half of the usual charge for such a 
purchase. To qualify for the reduction in sales charge, either such purchase 
must be made within 90 days of the date that such benefits were issued.

PURCHASES BY TAX-EXEMPT ORGANIZATIONS:  Fund shares are available at one-
half of the regular sales charge if purchased by organizations qualifying 
for tax-exemption under Sections 501(c)(3) and 501(c)(13) of the Internal 
Revenue Code. Section 501(c)(3) generally would include organizations such 
as community chests, churches, universities and colleges, libraries and 
other foundations or organizations operated exclusively for charitable 
purposes. Section 501(c)(13) would generally include companies such as 
cemetery companies and other companies owned and operated exclusively for 
the benefit of their members and also includes not-for-profit companies.

RECEIVING YOUR ORDER

   
Shares of the Funds are issued on days on which the New York Stock Exchange 
is open, except July 5, 1996, the day after Thanksgiving, and the day before 
Christmas. The net asset value of the shares you are buying will be 
determined at the close of the regular trading session of the New York Stock 
Exchange after your order is received.
    

Your order will be considered received when your check or other payment is 
received by the home office of LB Securities. The Funds reserve the right to 
reject any purchase request.

CERTIFICATES AND STATEMENTS

As transfer agent for the Funds, LB Securities will maintain a share account 
for you. Share certificates will not be issued. Systematic Investment Plan, 
Systematic Withdrawal Plan and Systematic Exchange Plan transactions, as 
well as dividend transactions (including dividends reinvested to other 
funds) will be confirmed on the quarterly consolidated statement. All 
transactions will be reported as they occur.

REDEEMING SHARES

One of the advantages of owning shares in The Lutheran Brotherhood Family of 
Funds is the rapid access you have to your investment. Once your request for 
redemption has been received at the home office of LB Securities, your 
shares will be redeemed at the next computed net asset value on any day on 
which the New York Stock Exchange is open for business, except the day after 
Thanksgiving, or any other day as provided under the rules of the Securities 
and Exchange Commission. That net asset value may be more or less than the 
net asset value at the time you bought the shares.

You may redeem your shares at any time you choose. The redemption method you 
choose will determine exactly when you will receive your funds.

All seven Lutheran Brotherhood funds allow you to redeem your shares:

  *  in writing;

  *  through Redeem-by-Phone; or

  *  through the Fund's systematic withdrawal plan.

The LB Money Market Fund also allows you to redeem funds by writing a check, 
or by using your VISA debit card.

WRITTEN REQUESTS

To redeem all or some of your shares, send a written request to:

     Lutheran Brotherhood Securities Corp.
     625 Fourth Avenue South
     Minneapolis, Minnesota 55415

YOUR SIGNATURE:  Your signature on the redemption request must be 
guaranteed by:

  *  a trust company or commercial bank;

  *  a savings association;

  *  a credit union; or

  *  a securities broker, dealer, exchange, association, or clearing agency.

The Fund will not accept signatures that are notarized by a notary public.

   
RECEIVING YOUR CHECK: Normally, each Fund will mail you a check within one 
business day after it receives a proper redemption request, but in no event 
more than three days, unless the Fund has not received payment for the 
shares to be redeemed. (See "Redemption before Purchase Instruments Clear.")
    

REDEEM BY PHONE

If you have completed an Account Privileges Application, you may redeem 
shares with a net asset value of at least $1,000 and have them transmitted 
electronically to your commercial bank by the second business day after your 
redemption request. This feature is NOT available on IRA or other Tax 
Deferred Plans.

SYSTEMATIC WITHDRAWAL

Shareholders owning or buying shares with a net asset value of at least 
$5,000 may order automatic monthly, quarterly, semiannual or annual 
redemptions in any amount. The proceeds will be sent to the shareholder or 
other designated payee, or may be deposited in the shareholder's commercial 
bank, savings bank or credit union.

Income dividends and capital gains distributions will continue to be 
reinvested in additional Fund shares. Shares will be redeemed as necessary 
to make automatic payments to the shareholder.

You may, at any time, elect to have Federal income taxes withheld from your 
IRA or TSCA distributions, or change the amount currently being withheld. To 
make the election, please complete and return a Redemption form, or the 
Systematic Withdrawal section or the IRA/TSCA Distributions section of the 
Account Features Application which includes the IRS required Substitute W4P.

Shareholders who are making automatic withdrawals ordinarily should not 
purchase Fund shares, but rather should terminate withdrawals in order to 
avoid sales charges.

Writing a Check 

Redeeming by check allows you to continue earning daily income dividends 
until your check clears. This service is offered for LB Money Market Fund 
shares only.

Establishing a checking account:   Upon opening your LB Money Market 
Account, State Street Bank will automatically establish an LB Money Market 
Fund checking account for you.

Using your LB Money Market checking account:  With a LB Money Market Fund 
checking account, you may redeem your shares simply by writing a check in 
any amount over $250. However, you may not write a check for the entire 
balance of your account. If you redeem shares by check before State Street 
Bank has collected your payment for shares purchased by check, State Street 
Bank will return your check marked "insufficient funds."

The check may be cashed or deposited like any other check. When it is 
received by State Street Bank for payment, the bank will present the check 
to the Fund and redeem enough of your shares to cover the amount. The 
redemption will be made at the net asset value on the date that State Street 
Bank presents the check. Your cancelled checks and a statement will be sent 
to you each month.

When you open a LB Money Market Fund checking account, you will be subject 
to State Street Bank's checking account rules and regulations. State Street 
Bank and the LB Money Market Fund have the right to modify or terminate 
checking account privileges or to charge for establishing or maintaining a 
checking account. There are no current charges for establishing or 
maintaining a checking account.

VISA Debit Cards 

At your request, and subject to credit approval (unless you have an Optimum 
Account), State Street Bank will establish a VISA account for you. This 
service is offered for LB Money Market Fund shares only.

With a VISA debit card, you authorize the redemption of your shares by using 
the card. You may request a VISA account by asking your LB Securities 
representative.

Using your VISA debit card:   The VISA debit card may be used to purchase 
merchandise or services from merchants honoring VISA or to obtain cash 
advances (which a bank may limit to $5,000 per account per day) from any 
bank honoring VISA.

Redeeming your shares:   a) Purchases. Purchase transactions are escrowed, 
or held against your current Money Market account balance.  At month end the 
total escrowed purchases are redeemed from your Money Market account. b) 
Cash Advances. Enough shares will be redeemed from your LB Money Market Fund 
account on the date the cash advance advice reaches State Street Bank. You 
will continue to earn daily income dividends on Fund shares up to the date 
they are redeemed.

Rules and fees:   When you receive a LB Money Market Fund VISA debit card, 
you will be subject to State Street Bank's VISA account regulations. State 
Street Bank charges an annual VISA fee of $25 to cover its fees and 
administrative costs. A fee of $1.75 is charged each time an Automated 
Teller Machine (ATM) is used. Enough shares will be redeemed automatically 
from your account to pay the fee. Lost or stolen cards should be reported 
immediately to State Street Bank at toll-free (800) 543-6325.

State Street Bank and the LB Money Market Fund have the right to modify or 
terminate the VISA debit card privilege or to impose additional charges for 
establishing or maintaining a VISA account upon 30 days prior written 
notice.

Statements:   In addition to the quarterly LB Money Market Fund account 
statement, you will receive a monthly statement from State Street Bank 
listing VISA transactions.

DIVIDENDS ON REDEMPTION

If you redeem all your shares, the redemption proceeds will include all 
dividends to which you have become entitled since they were last paid.


REDEMPTION BEFORE PURCHASE INSTRUMENTS CLEAR

If you redeem shares purchased by check before State Street Bank has 
collected your payment for such shares, State Street Bank reserves the right 
to hold payment on such redemption until it is reasonably satisfied that the 
investment has been collected (which could take up to 15 days from the 
purchase date).

UNDELIVERABLE MAIL

If mail from LB Securities to a shareholder is returned as undeliverable on 
two or more consecutive occasions, LB Securities will not send any future 
mail to the shareholder unless it receives notification of a correct mailing 
address for the shareholder. Any dividends that would be payable by check to 
such shareholders will be held in escrow by LB Securities until LB 
Securities receives notification of the shareholder's correct mailing 
address or until it becomes escheatable under the applicable state law.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, the Funds 
may redeem shares in any account if the net asset value of shares in the 
account falls below a certain minimum. The required minimum net asset value 
for share accounts is $500 for all Funds except LB Money Market Fund, which 
has a minimum net asset value for share accounts of $1,000.

Before shares are redeemed to close an account, the shareholder is notified 
in writing and allowed 60 days to purchase additional shares. Shares will 
not be redeemed if the account's value drops below the minimum only because 
of market fluctuations.

BACKUP WITHHOLDING

When you sign your account application you will be asked to certify that 
your social security or taxpayer identification number is correct and that 
you are not subject to 31% backup withholding for failure to report income 
to the IRS. If you violate IRS regulations, the IRS can generally require 
the Funds to withhold 31% of your taxable distributions and redemptions.

FOR MORE INFORMATION

For more information about the Fund or your shares, see your LB Securities 
representative or call toll-free:

  *  (800) 328-4552 or

  *  (612) 339-8091 local.

DIVIDENDS AND CAPITAL GAINS

DIVIDENDS

Each Fund declares and pays dividends from net income at regular intervals. 
LB High Yield Fund, LB Income Fund, and LB Municipal Bond Fund declare and 
pay dividends monthly. LB Fund declares and pays dividends quarterly. LB 
Opportunity Growth Fund and LB World Growth Fund declare and pay dividends 
annually in years that it has accumulated enough net income to require the 
payment of a dividend. LB Money Market Fund declares dividends daily and 
pays accumulated dividends monthly.

Unless you ask to receive your dividends in cash, they will automatically be 
reinvested in shares of the Fund. You may also choose to have your dividends 
reinvested into an existing account in another Fund within The Lutheran 
Brotherhood Family of Funds. On the dividend payable date, your dividend 
will be invested in the designated Fund account at net asset value. In order 
to receive your dividends in cash, you must notify LB Securities in writing 
or indicate this choice in the appropriate place on your account 
application. Your request to receive dividends and other distributions in 
cash must be received by LB Securities at least ten days before the record 
date of the dividend or other distribution.

STATEMENTS

You will receive quarterly statements of dividends and capital gains paid 
the previous quarter.

CAPITAL GAINS

The Funds distribute their realized gains in accordance with federal tax 
regulations. Distributions from any net realized capital gains will usually 
be declared in December.

TAXES

FUNDS' TAX STATUS

The Funds expect to pay no federal income tax because they intend to meet 
the requirements of the Internal Revenue Code applicable to regulated 
investment companies and to receive the special tax treatment afforded to 
such companies.

SHAREHOLDERS' TAX POSITION

Except for dividends you receive from Lutheran Brotherhood Municipal Bond 
Fund, unless you are otherwise exempt, you will be required to pay federal 
income tax on any dividends and other distribution that you receive. This 
applies whether you receive dividends or distributions in cash or as 
additional shares. To the extent any of the Funds earn interest from U.S. 
Government obligations, a number of states may allow pass-through treatment 
and permit a shareholder to exclude a portion of their dividends from state 
income tax. For corporate shareholders, dividends paid to shareholders may 
qualify for the 70% dividends received deduction to the extent the Fund 
earns dividend income from domestic corporations. The Funds will mail 
annually to each shareholder advice as to the tax status of each year's 
dividends and distributions.

You will not be required to pay federal income tax on any Lutheran 
Brotherhood Municipal Bond Fund dividends you receive which represent net 
interest received on tax-exempt municipal bonds. The portion of that Fund's 
distributions representing net interest income from taxable temporary 
investments, market discount on tax-exempt municipal bonds, and net short-
term capital gains realized by the Fund, if any, will be taxable to 
shareholders as ordinary income. Most of that Fund's income is expected to 
be free of federal income tax. This applies whether you receive dividends in 
cash or as additional shares. The Fund's income, however, is not necessarily 
free from state income taxes. State laws differ on this issue and 
shareholders are advised to consult their own tax advisers. The Fund will 
provide to shareholders an annual breakdown of the percentage of its income 
from each state. Information on the tax status of dividends will be provided 
annually.

Dividends and certain interest income earned by a Fund from foreign 
securities may be subject to foreign withholding taxes or other income 
taxes. A Fund may elect, for U.S. income tax purposes, to treat certain 
foreign taxes paid by it as paid by its shareholders. Should a Fund make 
that election, a pro rata portion of such foreign taxes paid by the Fund 
will constitute income to you (in addition to taxable dividends actually 
received by you), and you may be entitled to claim an offsetting tax credit 
or itemized deduction for that amount of foreign taxes. 

Under current tax law, distributions by the Fund representing short-term and 
long-term capital gains are included in shareholders' gross income for tax 
purposes. Distributions representing net long-term capital gains realized by 
the Fund will be taxable to a shareholder as long-term capital gains no 
matter how long the shareholder may have held the shares. 

OPTIMUM ACCOUNT(R)

LB Securities offers Optimum Account to all LB Money Market Fund 
shareholders. The features of Optimum Account include the following:

*   VISA Debit Card Privilege. You can use the VISA card to purchase 
merchandise or obtain cash advances.  Purchase transactions are escrowed, or 
held against your  current Money Market Account balance.  At month end the 
total escrowed purchases are redeemed from your money market account.  
Although the escrowed shares are not available for use, they do continue to 
earn interest.  All cash advances are redeemed from your account 
immediately.

*   Checkwriting Privileges. You can write as many checks as you want with 
no minimum and at no charge per check. Checks will be returned to you for 
recordkeeping. State Street Bank will redeem enough shares from your LB 
Money Market Fund account to cover the checks you write on the date the 
check reaches the Bank.

*   Tax-free Money Market Fund. You have access to Tax-Free Instruments 
Trust, a money market fund with dividends exempt from federal income tax.

*   Discount Brokerage. You can use Optimum Account Discount Brokerage 
Services for direct purchases of general securities.

*   Automatic Settlement. Purchase and sale transactions for general 
securities placed through Optimum Account Discount Brokerage Services will 
clear automatically through your LB Money Market Fund account.

*   Automatic Purchases and Redemptions. You may arrange to have your Social 
Security or payroll check automatically invested in your LB Money Market 
Fund account. You can also arrange to have LB Money Market Fund shares 
redeemed to pay Lutheran Brotherhood insurance premiums.

*   Toll-free Telephone Exchange. You can call toll-free to exchange dollars 
among your accounts in The Lutheran Brotherhood Family of Funds and Tax-Free 
Instruments Trust or to transfer money from your local bank account to any 
mutual fund in The Lutheran Brotherhood Family of Funds.

*   Monthly Consolidated Statement. In lieu of an immediate confirmation of 
financial transactions, you will receive your monthly Optimum Account 
statement. The monthly statement will report all activity in your accounts 
held in The Lutheran Brotherhood Family of Funds, Tax-Free Instruments 
Trust, Optimum Account Discount Brokerage Account, VISA Debit cards, and 
Certificates of Deposit.

*   Toll-free Customer Service. You can initiate the transactions described 
above and receive up-to-the-minute information on your account by calling 
the Optimum Account Customer Service Representatives toll-free (800) 421-
3997 or (612) 339-3596.

*   Newsletter. Money management tips and information about Optimum Account 
will be sent to you on a regular basis through the quarterly newsletter 
offered to Optimum Account holders.

In the future, LB Securities may offer additional features to shareholders 
in Optimum Account. In addition, LB Securities may, from time to time, offer 
certain items of nominal value to any shareholder or investor deciding to 
participate in Optimum Account.

There is a one-time new account fee of $25 for the Optimum Account package. 
This fee is waived for LB Money Market Fund shareholders who already have 
the LB Money Market Fund VISA debit card when they add the features of 
Optimum Account. A monthly administrative fee of $5.00 is charged. These 
fees will be automatically redeemed from your LB Money Market Fund account 
each month.


IRAs AND OTHER TAX-DEFERRED PLANS

Shares of the Fund may be selected as investments for Individual Retirement 
Accounts, the qualified Lutheran Brotherhood prototype plans for the self-
employed, qualified pension and profit-sharing plans and tax-sheltered 
custodial accounts (403(b) plans). There are additional fees and procedural 
requirements for such plans. See your LB Securities registered 
representative for more details.

FUND PERFORMANCE

From time to time, quotations of the Funds' performance in terms of yield or 
total return may be included in advertisements, sales literature, or 
shareholder reports. All performance figures are based on historical results 
and are not intended to indicate future performance. "Total returns" are 
based on the change in value of an investment in a Fund for a specified 
period. "Average annual total return" is the average annual compounded rate 
of return of an investment in a Fund at the maximum public offering price, 
if applicable, assuming the investment has been held for one year, five 
years and ten years as of a stated ending date. (If the Fund has not been in 
operation for at least ten years, the life of the Fund will be used where 
applicable.) Average annual return quotations assume a constant rate of 
growth. Actual performance fluctuates and will vary from the quoted results 
for periods of time within the quoted periods. "Cumulative total return" 
represents the cumulative change in value of an investment in a Fund over a 
stated period. Average annual total return may be accompanied with 
nonstandard total return information computed in the same manner, but for 
differing periods and with or without annualizing the total return or taking 
sales charges into account. These calculations assume that all dividends and 
capital gains distributions during the period were reinvested in shares of a 
Fund.

The yield of the LB High Yield Fund, LB Income Fund, LB Municipal Bond Fund 
and LB Money Market Fund refers to the income generated by an investment in 
the Fund. A Fund's yield is computed by dividing the net investment income, 
after recognition of all recurring charges, per share earned during the most 
recent month or other specified 30-day period by the applicable maximum 
offering price per share on the last day of such period and annualizing the 
result. The yield of the LB Money Market Fund refers to the income generated 
by an investment in that Fund over a specified seven-day period. The LB 
Municipal Bond Fund's tax-equivalent yield is a hypothetical current yield 
that the Fund's actual current yield is comparable to when the shareholder 
is assumed to pay federal income tax on the entire hypothetical yield at a 
specific tax rate. Yields for a Fund are expressed as annualized 
percentages. The "effective yield" of the LB Money Market Fund is expressed 
similarly but, when annualized, the income earned by an investment in that 
Fund is assumed to be reinvested and will reflect the effects of 
compounding.

The average annual total return and yield results take sales charges into 
account, if applicable, but do not take into account recurring and 
nonrecurring charges for optional services which only certain shareholders 
elect and which involve nominal fees.  Where sale charges are not applicable 
and therefore not taken into account in the calculation of average annual 
total return and yield, the results will be increased. Any voluntary waiver 
of fees or assumption of expenses will also increase performance results.

The Funds' performance reported from time to time in advertisements and 
sales literature may be compared to generally accepted indices or analyses 
such as those provided by Lipper Analytical Service, Inc., Standard & Poor's 
and Dow Jones. Performance ratings reported periodically in financial 
publications such as "Money Magazine", "Forbes", "Business Week", "Fortune", 
"Financial Planning" and the "Wall Street" Journal will be used.

THE FUNDS AND THEIR SHARES

All the Funds in the Lutheran Brotherhood Family of Funds, except the LB 
World Growth Fund, were organized in 1993 as series of The Lutheran 
Brotherhood Family of Funds, a Delaware business trust. Each of those Funds 
is the successor to a fund of the same name that previously operated as a 
separate corporation or trust pursuant to a reorganization that was 
effective as of November 1, 1993. The LB World Growth Fund began operating 
as a series of the LB Family of Funds on September 5, 1995. The fiscal year 
end of the Trust and each Fund is October 31.

The rights of holders of shares may be modified by the Trustees at any time, 
so long as such modifications do not have a material, adverse effect on the 
rights of any shareholder. On any matter submitted to the shareholders, the 
holder of each Fund share is entitled to one vote per share (with 
proportionate voting for fractional shares) regardless of the relative net 
asset value thereof.

Shares of a Fund have equal dividend, redemption and liquidation rights and 
when issued are fully paid and nonassessable by the Trust. Each share has 
one vote (with proportionate voting for fractional shares) irrespective of 
net asset value.

Under the Trust's Master Trust Agreement, no annual or regular meeting of 
shareholders is required. Thus, there will ordinarily be no shareholder 
meetings unless required by the Investment Company Act of 1940. The Trustees 
may fill vacancies on the Board or appoint new Trustees provided that 
immediately after such action at least two-thirds of the Trustees have been 
elected by shareholders. Under the Master Trust Agreement, any Trustee may 
be removed by vote of two-thirds of the outstanding Trust shares or by 
three-fourths of the Trustees; holders of 10% or more of the outstanding 
shares of the Trust can require that the Trustees call a meeting of 
shareholders for purposes of voting on the removal of one or more Trustees. 
In connection with such meetings called by shareholders, the relevant Fund 
or Funds will assist shareholders in shareholder communications.

FUND MANAGEMENT

BOARD OF TRUSTEES

The Board of Trustees of the Trust is responsible for the management and 
supervision of the Funds' business affairs and for exercising all powers 
except those reserved to the shareholders.

   
INVESTMENT ADVISER
Investment decisions for each of the Funds, except the LB World Growth Fund, 
are made by LB Research, subject to the overall direction of the Board of 
Trustees. LB Research provides investment research and supervision of the 
Funds' investments and conducts a continuous program of investment 
evaluation and appropriate disposition and reinvestment of the Funds' 
assets. LB Research assumes the expense of providing the personnel to 
perform its advisory functions. Lutheran Brotherhood, the indirect parent 
company of LB Research, also serves as the investment adviser for LB Series 
Fund, Inc.
    

Michael A. Binger, Assistant Vice President of LB Research, has been the 
portfolio manager of LB Opportunity Growth Fund since October 31, 1994. Mr. 
Binger has been with LB Research since 1987.

James. M. Walline, Vice President of LB Research and Vice President of the 
Funds has been the portfolio manager of LB Fund since October 31, 1994. Mr. 
Walline has been with LB Research since 1969.

Thomas N. Haag, Assistant Vice President of LB Research, has been the 
portfolio manager of LB High Yield Fund since 1992. Mr. Haag has been with 
LB Research since 1986.

Charles E. Heeren, Vice President of LB Research has been the portfolio 
manager of LB Income Fund since 1987.  Mr. Heeren has been with LB Research 
since 1976.

Janet I. Grangaard, Assistant Vice President of LB Research, has been 
portfolio manager of LB Municipal Bond Fund since January 1, 1994.  Prior to 
that time she served as associate portfolio manager of that Fund.  Ms. 
Grangaard has been with LB Research since 1988.

Gail R. Onan, Assistant Vice President of LB Research, has been the portfolio 
manager of LB Money Market Fund since January 1, 1994.  Prior to that time she 
served as associate portfolio manager of that Fund.  Ms. Onan has been with LB 
Research since 1986.

LB Research has engaged Rowe Price-Fleming International, Inc. ("Price-
Fleming") as investment sub-advisor for Lutheran Brotherhood World Growth 
Fund. Price-Fleming was founded in 1979 as a joint venture between T. Rowe 
Price Associates, Inc. and Robert Fleming Holdings Limited. Price-Fleming is 
one of the world's largest international mutual fund asset managers with 
approximately $17 billion under management as of December 31, 1994 in its 
offices in Baltimore, London, Tokyo and Hong Kong. Price-Fleming has an 
investment advisory group that has day-to-day responsibility for managing 
the Fund and developing and executing the Fund's investment program. The 
members of the advisory group are listed below.

Martin G. Wade, Christopher Alderson, Peter Askew, David Boardman, Richard 
J. Bruce, Mark T.J. Edwards, John R. Forde, Robert C. Howe, James B.M. 
Seddon, Benedict R.F. Thomas, and David J.L. Warren.

Martin Wade joined Price-Fleming in 1979 and has 26 years of experience with 
Fleming Group (Fleming Group includes Robert Fleming Holdings Ltd. and/or 
Jardine Fleming International Holdings Ltd.) in research, client service and 
investment management, including assignments in the Far East and the United 
States.

Peter Askew joined Price-Fleming in 1988 and has 20 years of experience 
managing multicurrency fixed income portfolios. Christopher Alderson joined 
Price-Fleming in 1988, and has eight years of experience with the Fleming 
Group in research and portfolio management, including an assignment in Hong 
Kong. David Boardman joined Price-Fleming in 1988 and has 20 years 
experience in managing multicurrency fixed income portfolios. Richard J. 
Bruce joined Price-Fleming in 1991 and has six years of experience in 
investment management with the Fleming Group in Tokyo. Mark J.T. Edwards 
joined Price-Fleming in 1986 and has 14 years of experience in financial 
analysis, including three years in Fleming European research. John R. Ford 
joined Price-Fleming in 1982 and has 15 years of experience with Fleming 
Group in research and portfolio management, including assignments in the Far 
East and the United States. Robert C. Howe joined Price-Fleming in 1986 and 
has 15 years of experience in economic research in Japan. James B.M. Seddon 
joined Price-Fleming in 1987 and has eight years of experience in investment 
management. Benedict R.F. Thomas joined Price-Fleming in 1988 and has six 
years of portfolio management experience, including assignments in London 
and Baltimore. David J.L. Warren joined Price-Fleming in 1984 and has 15 
years experience in equity research, fixed income research and portfolio 
management, including an assignment in Japan.

   
LB Research and Price-Fleming personnel may invest in securities for their 
own account pursuant to a code of ethics that establishes procedures for 
personal investing and restricts certain transactions.

LB Research receives an annual investment advisory fee from each Fund. The 
following schedule lists each Fund and the formula under which LB Research 
is compensated by each Fund:  LB Opportunity Growth Fund pays an advisory 
fee equal to .75% of average daily net assets up to $100 million, .65% of 
average daily net assets over $100 million but not over $250 million, .60% 
of average daily net assets over $250 million but not over $500 million, 
 .55% of average daily net assets over $500 million but not over $1 billion, 
and .50% of average daily net assets over $1 billion. LB World Growth Fund 
pays and advisory fee equal to 1.25% of average daily net assets up to $20 
million, 1.10% of average daily net assets over $20 million but not over $50 
million, and 1.00% of average daily net assets over $50 million. LB Fund 
pays an advisory fee equal to .65% of average daily net assets of $500 
million or less, .60% of average daily net assets over $500 million but not 
over $1 billion, and .55% of average daily net assets over $1 billion. LB 
High Yield Fund pays an advisory fee equal to .65% of average daily net 
assets of $500 million or less, .60% of average daily net assets over $500 
million but not over $1 billion, and .55% of average daily assets over $1 
billion. LB Income Fund pays an advisory fee equal to .60% of average daily 
net assets of $500 million or less, .575% of average daily net assets over 
$500 million but not over $1 billion, and .55% of average daily net assets 
over $1 billion. LB Municipal Bond Fund pays an advisory fee equal to .575% 
of average daily net assets of $500 million or less, .5625% of average daily 
net assets over $500 million but not over $1 billion, and .55% of average 
daily net assets over $1 billion. LB Money Market Fund pays an advisory fee 
equal to .50% of average daily net assets of $500 million or less, .475% of 
average daily net assets on the next $500 million of average daily net 
assets, .45% of average daily net assets on the next $500 million of average 
daily net assets, .425% of average daily net assets on the next $500 million 
of average daily net assets, and .40% of average daily net assets over $2 
billion.
    

The LB Opportunity Growth Fund advisory fee of .75% of average daily net 
assets up to $100 million is considered to be higher than most other mutual 
funds, although such fee is approximately average when compared with other 
small company growth funds.

During the most recent fiscal year of each Fund, LB Research received fees 
amounting to the following percentages of each Fund's average daily net 
assets:

   
LB Opportunity Growth Fund   0.73%
LB World Growth Fund*        0.31%
LB Fund                      0.64%
LB High Yield Fund           0.65%
LB Income Fund               0.59%
LB Municipal Bond Fund       0.57%
LB Money Market Fund**       0.42%

*  After giving effect to a fee waiver of 0.94%.
** After giving effect to a fee waiver of 0.08%.
    

LB Research pays the sub-advisor for the Fund, Rowe Price-Fleming 
International, Inc., an annual sub-advisory fee for the performance of sub-
advisory services. The fee payable is equal to .75% of average daily net 
assets up to $20 million, .60% of average daily net assets over $20 million 
but not over $50 million, and .50% of average daily net assets over $50 
million.

   
LB Research has voluntarily agreed to waive a portion of the advisory fees 
payable by the LB World Growth Fund and the LB Money Market Fund so that 
total expenses for those Funds do not exceed 1.95% and 1.10%, respectively, 
of those Funds' average daily net assets. These voluntary partial waivers of 
advisory fees may be discontinued at any time. 
    

FUND ADMINISTRATION

ADMINISTRATIVE SERVICES

   
LB Securities, the Fund's distributor, provides administrative personnel and 
services necessary to operate the Fund on a daily basis at for a fee equal 
to 0.025 percent of the Fund's average daily net assets. Effective January 
1, 1996, the fee will be 0.0225 percent of the Fund's daily net assets.

During the fiscal year ended October 31, 1995, the Funds paid the following 
amounts to LB Securities for administrative services:

LB Opportunity Growth Fund       $ 33,788
LB World Growth Fund             $    356
LB Fund                          $144,572
LB High Yield Fund               $136,969
LB Income Fund                   $215,922
LB Municipal Bond Fund           $151,391
LB Money Market Fund             $ 85,688
    

CUSTODIAN

State Street Bank and Trust Company ("State Street Bank") is custodian of 
the Funds' cash and securities. 

TRANSFER AGENT

LB Securities serves as transfer agent for the Funds, with the assistance of 
Norwest Bank Minnesota, N.A., respecting cash transactions.

INDEPENDENT ACCOUNTANTS

Price Waterhouse LLP is the independent accountants for the Funds.

DESCRIPTION OF DEBT RATINGS

Moody's Investors Service, Inc. describes grades of corporate debt 
securities and "Prime-1" and "Prime-2" commercial paper as follows:

BONDS:

Aaa     Bonds which are rated Aaa are judged to be of the best quality. They 
carry the smallest degree of investment risk and are generally referred to 
as "gilt edge". Interest payments are protected by a large or by an 
exceptionally stable margin and principal is secure. While the various 
protective elements are likely to change, such changes as can be visualized 
are most unlikely to impair the fundamentally strong position of such 
issues.

Aa     Bonds which are rated Aa are judged to be of high quality by all 
standards. Together with the Aaa group they comprise what are generally 
known as high grade bonds. They are rated lower than the best bonds because 
margins of protection may not be as large as in Aaa securities or 
fluctuation of protective elements may be of greater amplitude or there may 
be other elements present which make the long term risks appear somewhat 
larger than in Aaa securities.

A     Bonds which are rated A possess many favorable investment attributes 
and are to be considered as upper medium grade obligations. Factors giving 
security to principal and interest are considered adequate but elements may 
be present which suggest a susceptibility to impairment sometime in the 
future.

Baa     Bonds which are rated Baa are considered as medium grade 
obligations, i.e., they are neither highly protected nor poorly secured. 
Interest payments and principal security appear adequate for the present but 
certain protective elements may be lacking or may be characteristically 
unreliable over any great length of time. Such bonds lack outstanding 
investment characteristics and in fact have speculative characteristics as 
well.

Ba     Bonds which are rated Ba are judged to have speculative elements; 
their future cannot be considered as well assured. Often the protection of 
interest and principal payments may be very moderate and thereby not well 
safeguarded during both good and bad times over the future. Uncertainty of 
position characterizes bonds in this class.

B     Bonds which are rated B generally lack characteristics of the 
desirable investment. Assurance of interest and principal payments or of 
maintenance of other terms of the contract over any long period of time may 
be small.

Caa     Bonds which are rated Caa are of poor standing. Such issues may be 
in default or there may be present elements of danger with respect to 
principal or interest.

Ca     Bonds which are rated Ca represent obligations which are speculative 
in a high degree. Such issues are often in default or have other marked 
shortcomings.

C     Bonds which are rated C are the lowest rated class of bonds and issues 
so rated can be regarded as having extremely poor prospects of ever 
attaining any real investment standing.

COMMERCIAL PAPER:

Issuers rated Prime-1 (or related supporting institutions) have a superior 
capacity for repayment of short-term promissory obligations. Prime-1 
repayment capacity will normally be evidenced by the following 
characteristics:

  *  Leading market positions in well-established industries.

  *  High rates of return of funds employed.

  *  Conservative capitalization structures with moderate reliance on debt 
and ample asset protection.

  *  Broad margins in earnings coverage of fixed financial charges and high 
internal cash generation.

  *  Well established access to a range of financial markets and assured 
sources of alternate liquidity.

Issuers rated Prime-2 (or related supporting institutions) have a strong 
capacity for repayment of short-term promissory obligations. This will 
normally be evidenced by many of the characteristics cited above but to a 
lesser degree. Earning trends and coverage ratios, while sound, will be more 
subject to variation. Capitalization characteristics, while still 
appropriate, may be more affected by external conditions. Ample alternate 
liquidity is maintained.

Standard & Poor's Corporation describes grades of corporate debt securities 
and "A" commercial paper as follows:

BONDS:

AAA     Debt rated AAA has the highest rating assigned by Standard & Poor's. 
Capacity to pay interest and repay principal is extremely strong.

AA     Debt rated AA has a very strong capacity to pay interest and repay 
principal and differs from AAA issues only in small degree.

A     Debt rated A has a strong capacity to pay interest and repay principal 
although it is somewhat more susceptible to the adverse effects of changes 
in circumstances and economic conditions than debt in higher rated 
categories.

BBB     Debt rated BBB is regarded as having an adequate capacity to pay 
interest and repay principal. Whereas it normally exhibits adequate 
protection parameters, adverse economic conditions or changing circumstances 
are more likely to lead to a weakened capacity to pay interest and repay 
principal for debt in this category than in higher rated categories.

BB     Debt rated BB has less near-term vulnerability to default than other 
speculative issues. However, it faces major ongoing uncertainties or 
exposure to adverse business, financial, or economic conditions which could 
lead to inadequate capacity to meet timely interest and principal payments. 
The BB rating category is also used for debt subordinated to senior debt 
that is assigned an actual or implied BBB- rating.

B     Debt rated B has a greater vulnerability to default but currently has 
the capacity to meet interest payments and principal repayments. Adverse 
business, financial, or economic conditions will likely impair capacity or 
willingness to pay interest and repay principal.

     The B rating category is also used for debt subordinated to senior debt 
that is assigned an actual or implied BB or BB- rating.

CCC     Debt rated CCC has a currently identifiable vulnerability to 
default, and is dependent upon favorable business, financial, and economic 
conditions to meet timely payment of interest and repayment of principal. In 
the event of adverse business, financial, or economic conditions, it is not 
likely to have the capacity to pay interest and repay principal.

     The CCC rating category is also used for debt subordinated to senior 
debt that is assigned an actual or implied B or B- rating.

CC     The rating CC typically is applied to debt subordinated to senior 
debt that is assigned an actual or implied CCC rating.

C     The rating C typically is applied to debt subordinated to senior debt 
which is assigned an actual or implied CCC- debt rating. The C rating may be 
used to cover a situation where a bankruptcy petition has been filed but 
debt service payments are continued.

CI     The rating CI is reserved for income bonds on which no interest is 
being paid.

D     Debt rated D is in payment default. The D rating category is used when 
interest payments or principal payments are not made on the date due even if 
the applicable grace period has not expired, unless S&P believes that such 
payments will be made during such grace period. The D rating also will be 
used upon the filing of a bankruptcy petition if debt service payments are 
jeopardized.

PROVISIONAL RATINGS: The letter "p" indicates that the rating is 
provisional. A provisional rating assumes the successful completion of the 
project financed by the debt being rated and indicates that payment of debt 
service requirements is largely or entirely dependent upon the successful 
and timely completion of the project. This rating, however, while addressing 
credit quality subsequent to completion of the project, makes no comment on 
the likelihood of, or the risk of default upon failure of, such completion. 
The investor should exercise judgment with respect to such likelihood and 
risk.

COMMERCIAL PAPER: Commercial paper rated A by Standard & Poor's Corporation 
has the following characteristics: liquidity ratios are better than the 
industry average; long-term senior debt rating is "A" or better (however, in 
some cases a "BBB" long-term rating may be acceptable); the issuer has 
access to at least two additional channels of borrowing; basic earnings and 
cash flow have an upward trend with allowances made for unusual 
circumstances. Also, the issuer's industry typically is well established, 
the issuer has a strong position within its industry and the reliability and 
quality of management is unquestioned. Issuers rated A are further referred 
to by use of numbers 1, 2 and 3 to denote relative strength within this 
classification.

HOW TO INVEST

  *  Complete and sign the General Application

  *  Enclose a check made payable to the Fund you have chosen:
   
          Lutheran Brotherhood Opportunity Growth Fund
          Lutheran Brotherhood World Growth Fund
          Lutheran Brotherhood Fund
          Lutheran Brotherhood High Yield Fund
          Lutheran Brotherhood Income Fund
          Lutheran Brotherhood Municipal Bond Fund
          Lutheran Brotherhood Money Market Fund
    

  *  Mail your application and check to:

     Lutheran Brotherhood Securities Corp.
     625 Fourth Avenue South
     Minneapolis, Minnesota 55415

ADDRESSES

Lutheran Brotherhood
Lutheran Brotherhood Research Corp.
Lutheran Brotherhood Securities Corp.
The Lutheran Brotherhood Family of Funds
625 Fourth Avenue South
Minneapolis, Minnesota 55415

State Street Bank and Trust Company
P.O. Box 1591
Boston, Massachusetts 02104

Norwest Bank Minnesota, N.A.
Sixth & Marquette Avenue
Minneapolis, Minnesota 55402

Price Waterhouse LLP
3100 Multifoods Tower
33 South Sixth Street
Minneapolis, Minnesota 55402



LUTHERAN BROTHERHOOD OPPORTUNITY GROWTH FUND
   
LUTHERAN BROTHERHOOD WORLD GROWTH FUND
    
LUTHERAN BROTHERHOOD FUND
LUTHERAN BROTHERHOOD HIGH YIELD FUND
LUTHERAN BROTHERHOOD INCOME FUND
LUTHERAN BROTHERHOOD MUNICIPAL BOND FUND
LUTHERAN BROTHERHOOD MONEY MARKET FUND

SERIES OF

THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS


STATEMENT OF ADDITIONAL INFORMATION

   
DECEMBER 28, 1995
    
__________________________

TABLE OF CONTENTS
                                                                      PAGE
Investment Policies and Restrictions                                    
Additional Information Concerning Certain Investment Techniques         
Fund Management                                                         
Investment Advisory Services                                            
Administrative Services                                                 
Distributor                                                             
Brokerage Transactions                                                  
Purchasing Shares                                                       
Sales Charges                                                           
Net Asset Value                                                         
Redeeming Shares                                                        
Tax Status                                                              
General Information                                                     
Calculation of Performance Data                                         
Report of Independent Public Accountants and Financial Statements       

   
This Statement of Additional Information should be read in conjunction with 
the prospectus dated December 28, 1995 of the Lutheran Brotherhood Opportunity 
Growth Fund ("LB Opportunity Growth Fund"), Lutheran Brotherhood World Growth 
Fund ("LB World Growth Fund"), Lutheran Brotherhood Fund ("LB Fund"), Lutheran 
Brotherhood High Yield Fund ("LB High Yield Fund"), Lutheran Brotherhood 
Income Fund ("LB Income Fund"), Lutheran Brotherhood Municipal Bond Fund ("LB 
Municipal Bond Fund") and Lutheran Brotherhood Money Market Fund ("LB Money 
Market Fund") series of The Lutheran Brotherhood Family of Funds (the 
"Trust"). This Statement is not a prospectus itself. To receive a copy of the 
prospectus, write to Lutheran Brotherhood Securities Corp., 625 Fourth Avenue 
South, Minneapolis, Minnesota 55415 or call toll-free (800) 328-4552 or (612) 
339-8091.
    

___________________________

FOR MORE INFORMATION, CALL TOLL-FREE 
(800) 328-4552
or (612) 339-8091

INVESTMENT POLICIES AND RESTRICTIONS

As set forth in part under "Investment Limitations" in the Fund's Prospectus, 
the Fund has adopted certain fundamental and nonfundamental investment 
policies.

The fundamental investment restrictions for the Fund are set forth below. 
These fundamental investment restrictions may not be changed by a Fund except 
by the affirmative vote of a majority of the outstanding voting securities of 
that Fund as defined in the Investment Company Act of 1940. (Under the 
Investment Company Act of 1940, a "vote of the majority of the outstanding 
voting securities" means the vote, at a meeting of security holders duly 
called, (i) of 67% or more of the voting securities present at a meeting if 
the holders of more than 50% of the outstanding voting securities are present 
or represented by proxy or (ii) of more than 50% of the outstanding voting 
securities, whichever is less.) Under these restrictions, with respect to each 
Fund:

     (1)  The Fund may not borrow money, except that the Fund may borrow money 
(through the issuance of debt securities or otherwise) in an amount not 
exceeding one-third of the Fund's total assets immediately after the time of 
such borrowing.

     (2)  The Fund may not purchase or sell commodities or commodity 
contracts, except that the Fund may invest in financial futures contracts, 
options thereon and similar instruments.

     (3)  The Fund may not purchase or sell real estate unless acquired as a 
result of ownership of securities or other instruments, except that the Fund 
may invest in securities or other instruments backed by real estate or 
securities of companies engaged in the real estate business or that invest or 
deal in real estate.

     (4)  The Fund may not engage in underwriting or agency distribution of 
securities issued by others; provided, however, that this restriction shall 
not be construed to prevent or limit in any manner the power of the Fund to 
purchase and resell restricted securities or securities for investment.

     (5)  The Fund may not lend any of its assets except portfolio securities. 
The purchase of corporate or U.S. or foreign governmental bonds, debentures, 
notes, certificates of indebtedness, repurchase agreements or other debt 
securities of an issuer permitted by the Fund's investment objective and 
policies will not be considered a loan for purposes of this limitation.

     (6)  The Fund may not with respect to 75% of its total assets, purchase 
the securities of any issuer (except Government Securities, as such term is 
defined in the Investment Company Act of 1940) if, as a result, the Fund would 
own more than 10% of the outstanding voting securities of such issuer or the 
Fund would have more than 5% of its total assets invested in the securities of 
such issuer.

     (7)  The Fund may not issue senior securities, except as permitted under 
the Investment Company Act of 1940 or any exemptive order or rule issued by 
the Securities and Exchange Commission.

     (8)  The Fund may, notwithstanding any other fundamental investment 
policy or limitation, invest all of its assets in the securities of a single 
open-end management investment company with substantially the same fundamental 
investment objectives, policies, and limitations as the Fund.

   
     (9)  The Fund may not invest in a security if the transaction would 
result in 25% or more of the Fund's total assets being invested in any one 
industry.  This restriction does not apply to the LB Municipal Bond Fund.
    

The following nonfundamental investment restrictions may be changed without 
shareholder approval. Under these restrictions, with respect to the Fund: 

     (1)  The Fund may not purchase securities on margin or sell securities 
short, except that the Fund may obtain short-term credits necessary for the 
clearance of securities transactions and make short sales against the box. The 
deposit or repayment of initial or variation margin in connection with 
financial futures contracts or related options will not be deemed to be a 
purchase of securities on margin.

     (2)  The Fund may not purchase or sell interests in oil, gas and other 
mineral exploration or development programs or leases, although it may invest 
in securities of companies that do.

     (3)  The Fund may not purchase the securities of any issuer (other than 
securities issued or guaranteed by domestic or foreign governments or 
political subdivisions thereof) if, as a result, more than 5% of the value of 
its total assets would be invested in the securities of business enterprises 
(which does not include issuers of asset-backed securities) that, including 
predecessors, have a record of less than three years of continuous operations.

     (4)  The Fund may not purchase or retain the securities of any issuer if 
the officers and Trustees of the Fund or its investment adviser owning 
individually more than 1/2 of 1% of the issuer's securities together own more 
than 5% of the issuer's securities.

     (5)  The Fund may not invest in securities of other investment companies, 
except to the extent permitted under the Investment Company Act of 1940 or 
except by purchases in the open market involving only customary brokers' 
commissions, or securities acquired as dividends or distributions or in 
connection with a merger, consolidation or similar transaction or other 
exchange.

     (6)  The Fund may not invest in warrants, if at the time of such 
investment (a) more than 5% of the value of the Fund's total assets would be 
invested in warrants or (b) more than 2% of the value of the Fund's total 
assets would be invested in warrants that are not listed on the New York Stock 
Exchange or the American Stock Exchange (and for this purpose, warrants 
attached to securities will be deemed to have no value).

     (7)  The LB Money Market Fund may not write, purchase, or sell puts, 
calls, or any combination of puts and calls.

     (8)  The LB Opportunity Growth Fund, LB World Growth Fund, LB Fund, LB 
High Yield Fund, LB Income Fund, and LB Municipal Bond Fund may not invest 
more than 15% of its net assets in illiquid securities, including repurchase 
agreements maturing in more than seven days.  The LB Money Market Fund may not 
invest more than 10% of its net assets in illiquid securities, including 
repurchase agreements maturing in more than seven days.

     (9)  The Fund will not purchase any security while borrowings, including 
reverse repurchase agreements, representing more than 5% of the Fund's total 
assets are outstanding.


ADDITIONAL INFORMATION CONCERNING
CERTAIN INVESTMENT TECHNIQUES

   
Some of the investment instruments, techniques and methods which may be used 
by each Fund to aid in achieving its investment objective, and the risks 
attendant thereto, are described below. Other risk factors and investment 
methods may be described in the "Investment Objectives and Policies" and 
"Investment Risks" sections of the Funds' Prospectus. 
    

SHORT SALES AGAINST THE BOX

The Funds may effect short sales, but only if such transactions are short sale 
transactions known as short sales "against the box". A short sale is a 
transaction in which a Fund sells a security it does not own by borrowing it 
from a broker, and consequently becomes obligated to replace that security. A 
short sale against the box is a short sale where a Fund owns the security sold 
short or has an immediate and unconditional right to acquire that security 
without additional cash consideration upon conversion, exercise or exchange of 
options with respect to securities held in its portfolio. The effect of 
selling a security short against the box is to insulate that security against 
any future gain or loss.

RESTRICTED SECURITIES

   
Subject to the limitations on illiquid securities noted above, the Funds may 
buy or sell restricted securities in accordance with Rule 144A under the 
Securities Act of 1933 ("Rule 144A Securities"). Securities may be resold 
pursuant to Rule 144A under certain circumstances only to qualified 
institutional buyers as defined in the rule, and the markets and trading 
practices for such securities are relatively new and still developing; 
depending on the development of such markets, such Rule 144A Securities may be 
deemed to be liquid as determined by or in accordance with methods adopted by 
the Trustees. Under such methods the following factors are considered, among 
others: the frequency of trades and quotes for the security, the number of 
dealers and potential purchasers in the market, marketmaking activity, and the 
nature of the security and marketplace trades. Investments in Rule 144A 
Securities could have the effect of increasing the level of a Fund's 
illiquidity to the extent that qualified institutional buyers become, for a 
time, uninterested in purchasing such securities. Also, a Fund may be 
adversely impacted by the subjective valuation of such securities in the 
absence of an active market for them. Each Fund does not expect to hold more 
than 10% of its total assets in restricted securities.

FOREIGN FUTURES AND OPTIONS

Participation in foreign futures and foreign options transactions involves the 
execution and clearing of trades on or subject to the rules of a foreign board 
of trade. Neither the National Futures Association nor any domestic exchange 
regulates activities of any foreign boards of trade, including the execution, 
delivery and clearing of transactions, or has the power to compel enforcement 
of the rules of a foreign board of trade or any applicable foreign law. This 
is true even if the exchange is formally linked to a domestic market so that a 
position taken on the market may be liquidated by a transaction on another 
market. Moreover, such laws or regulations will vary depending on the foreign 
country in which the foreign futures or foreign options transaction occurs. 
For these reasons, customers who trade foreign futures or foreign options 
contracts may not be afforded certain of the protective measures provided by 
the Commodity Exchange Act, the CFTC's regulations and the rules of the 
National Futures Association and any domestic exchange, including the right to 
use reparations proceedings before the Commission and arbitration proceedings 
provided by the National Futures Association or any domestic futures exchange. 
In particular, funds received from customers for foreign futures or foreign 
options transactions may not be provided the same protections as funds 
received in respect of transactions on United States futures exchanges. In 
addition, the price of any foreign futures or foreign options contract and, 
therefore, the potential profit and loss thereon may be affected by any 
variance in the foreign exchange rate between the time your order is placed 
and the time it is liquidated, offset or exercised.

FOREIGN CURRENCY EXCHANGE-RELATED SECURITIES

FOREIGN CURRENCY WARRANTS. Foreign currency warrants are warrants which 
entitle the holder to receive from their issuer an amount of cash (generally, 
for warrants issued in the United States, in U.S. dollars) which is calculated 
pursuant to a predetermined formula and based on the exchange rate between a 
specified foreign currency and the U.S. dollar as of the exercise date of the 
warrant. Foreign currency warrants generally are exercisable upon their 
issuance and expire as of a specified date and time. Foreign currency warrants 
have been issued in connection with U.S. dollar-denominated debt offerings by 
major corporate issuers in an attempt to reduce the foreign currency exchange 
risk which, from the point of view of prospective purchasers of the 
securities, is inherent in the international fixed-income marketplace. Foreign 
currency warrants may attempt to reduce the foreign exchange risk assumed by 
purchasers of a security by, for example, providing for a supplemental payment 
in the event that the U.S. dollar depreciates against the value of a major 
foreign currency such as the Japanese Yen or German Deutschmark. The formula 
used to determine the amount payable upon exercise of a foreign currency 
warrant may make the warrant worthless unless the applicable foreign currency 
exchange rate moves in a particular direction (e.g., unless the U.S. dollar 
appreciates or depreciates against the particular foreign currency to which 
the warrant is linked or indexed). Foreign currency warrants are severable 
from the debt obligations with which they may be offered, and may be listed on 
exchanges. Foreign currency warrants may be exercisable only in certain 
minimum amounts, and an investor wishing to exercise warrants who possesses 
less than the minimum number required for exercise may be required either to 
sell the warrants or to purchase additional warrants, thereby incurring 
additional transaction costs. In the case of any exercise of warrants, there 
may be a time delay between the time a holder of warrants gives instructions 
to exercise and the time the exchange rate relating to exercise is determined, 
during which time the exchange rate could change significantly, thereby 
affecting both the market and cash settlement values of the warrants being 
exercised. The expiration date of the warrants may be accelerated if the 
warrants should be delisted from an exchange or if their trading should be 
suspended permanently, which would result in the loss of any remaining "time 
value" of the warrants (i.e., the difference between the current market value 
and the exercise value of the warrants), and, in the case the warrants were 
"out-of-the-money," in a total loss of the purchase price of the warrants. 
Warrants are generally unsecured obligations of their issuers and are not 
standardized foreign currency options issued by the Options Clearing 
Corporation ("OCC"). Unlike foreign currency options issued by OCC, the terms 
of foreign exchange warrants generally will not be amended in the event of 
governmental or regulatory actions affecting exchange rates or in the event of 
the imposition of other regulatory controls affecting the international 
currency markets. The initial public offering price of foreign currency 
warrants is generally considerably in excess of the price that a commercial 
user of foreign currencies might pay in the interbank market for a comparable 
option involving significantly larger amounts of foreign currencies. Foreign 
currency warrants are subject to significant foreign exchange risk, including 
risks arising from complex political or economic factors.

PRINCIPAL EXCHANGE RATE LINKED SECURITIES. Principal exchange rate linked 
securities are debt obligations the principal on which is payable at maturity 
in an amount that may vary based on the exchange rate between the U.S. dollar 
and a particular foreign currency at or about that time. The return on 
"standard" principal exchange rate linked securities is enhanced if the 
foreign currency to which the security is linked appreciates against the U.S. 
dollar, and is adversely affected by increases in the foreign exchange value 
of the U.S. dollar; "reverse" principal exchange rate linked securities are 
like the "standard" securities, except that their return is enhanced by 
increases in the value of the U.S. dollar and adversely impacted by increases 
in the value of foreign currency. Interest payments on the securities are 
generally made in U.S. dollars at rates that reflect the degree of foreign 
currency risk assumed or given up by the purchaser of the notes (i.e., at 
relatively higher interest rates if the purchaser has assumed some of the 
foreign exchange risk, or relatively lower interest rates if the issuer has 
assumed some of the foreign exchange risk, based on the expectations of the 
current market). Principal exchange rate linked securities may in limited 
cases be subject to acceleration of maturity (generally, not without the 
consent of the holders of the securities), which may have an adverse impact on 
the value of the principal payment to be made at maturity.

PERFORMANCE INDEXED PAPER. Performance indexed paper is U.S. dollar-
denominated commercial paper the yield of which is linked to certain foreign 
exchange rate movements. The yield to the investor on performance indexed 
paper is established at maturity as a function of spot exchange rates between 
the U.S. dollar and a designated currency as of or about that time (generally, 
the index maturity two days prior to maturity). The yield to the investor will 
be within a range stipulated at the time of purchase of the obligation, 
generally with a guaranteed minimum rate of return that is below, and a 
potential maximum rate of return that is above, market yields on U.S. dollar-
denominated commercial paper, with both the minimum and maximum rates of 
return on the investment corresponding to the minimum and maximum values of 
the spot exchange rate two business days prior to maturity.

HYBRID INSTRUMENTS.

Hybrid Instruments (a type of potentially high risk derivative) have recently 
been developed and combine the elements of futures contracts or options with 
those of debt, preferred equity or a depository instrument (hereinafter 
"Hybrid Instruments").  Often these Hybrid Instruments are indexed to the 
price of a commodity, particular currency, or a domestic foreign debt or 
equity securities index.  Hybrid Instruments may take a variety of forms, 
including, but not limited to, debt instruments with interest or principal 
payments or redemption terms determined by reference to the value of a 
currency or commodity or securities index at a future point in time, preferred 
stock with dividend rates determined by reference to the value of a currency, 
or convertible securities with the conversion terms related to a particular 
commodity.

The risks of investing in Hybrid Instruments reflect a combination of the 
risks from investing in securities, options, futures and currencies, including 
volatility and lack of liquidity.  Reference is made to the discussion of 
futures, options, and forward contracts herein for a discussion of these 
risks.  Further, the prices of the Hybrid Instrument and the related commodity 
or currency may not move in the same direction or at the same time.  Hybrid 
Instruments may bear interest or pay preferred dividends at below market (or 
even relatively nominal) rates.  Alternatively, Hybrid Instruments may bear 
interest at above market rates but bear an increased risk of principal loss 
(or gain).  In addition, because the purchase and sale of Hybrid Instruments 
could take place in an over-the-counter market or in a private transaction 
between the Fund and the seller of the Hybrid Instrument, the creditworthiness 
of the contra party to the transaction would be a risk factor which the Fund 
would have to consider.  Hybrid Instruments also may not be subject to 
regulation of the Commodities Futures Trading Commission ("CFTC"), which 
generally regulates the trading of commodity futures by U.S. persons, the SEC, 
which regulates the offer and sale of securities by and to U.S. persons, or 
any other governmental regulatory authority.

INVESTMENT RISKS OF FOREIGN INVESTING

There are special risks in investing in the LB World Growth Fund, as discussed 
in the Prospectus. Certain of these risks are inherent in any international 
mutual fund while others relate more to the countries in which the Fund will 
invest ("Portfolio Companies"). Many of the risks are more pronounced for 
investments in developing or emerging countries. Although there is no 
universally accepted definition, a developing country is generally considered 
to be a country which is in the initial stages of its industrialization cycle 
with a per capita gross national product of less than $5,000.

Investors should understand that all investments have a risk factor. There can 
be no guarantee against loss resulting from an investment in the Fund, and 
there can be no assurance that the Fund's investment policies will be 
successful, or that its investment objective will be attained. The Fund is 
designed for individual and institutional investors seeking to diversify 
beyond the United States in an actively researched and managed portfolio, and 
is intended for long-term investors who can accept the risks entailed in 
investment in foreign securities. In addition to the general risks of foreign 
investing described in the Trust's Prospectus, other risks include:

INVESTMENT AND REPATRIATION RESTRICTIONS. Foreign investment in the securities 
markets of certain foreign countries is restricted or controlled in varying 
degrees. These restrictions may at times limit or preclude investment in 
certain of such countries and may increase the cost and expenses of a Fund. 
Investments by foreign investors are subject to a variety of restrictions in 
many developing countries. These restrictions may take the form of prior 
governmental approval, limits on the amount or type of securities held by 
foreigners, and limits on the types of companies in which foreigners may 
invest. Additional or different restrictions may be imposed at any time by 
these or other countries in which a Fund invests. In addition, the 
repatriation of both investment income and capital from several foreign 
countries is restricted and controlled under certain regulations, including in 
some cases the need for certain government consents. Although these 
restrictions may in the future make it undesirable to invest in these 
countries, the Advisor and Sub-advisor do not believe that any current 
repatriation restrictions would affect its decision to invest in these 
countries.

MARKET CHARACTERISTICS. Foreign securities may be purchased in over-the-
counter markets or on stock exchanges located in the countries in which the 
respective principal offices of the issuers of the various securities are 
located, if that is the best available market. Foreign stock markets are 
generally not as developed or efficient as, and may be more volatile than, 
those in the United States. While growing in volume, they usually have 
substantially less volume than U.S. markets and a Fund's portfolio securities 
may be less liquid and more volatile than securities of comparable U.S. 
companies. Equity securities may trade at price/earnings multiples higher than 
comparable United States securities and such levels may not be sustainable. 
Fixed commissions on foreign stock exchanges are generally higher than 
negotiated commissions on United States exchanges, although a Fund will 
endeavor to achieve the most favorable net results on its portfolio 
transactions. There is generally less government supervision and regulation of 
foreign stock exchanges, brokers and listed companies than in the United 
States. Moreover, settlement practices for transactions in foreign markets may 
differ from those in United States markets, and may include delays beyond 
periods customary in the United States.

POLITICAL AND ECONOMIC FACTORS. Individual foreign economies of certain 
countries may differ favorably or unfavorably from the United States' economy 
in such respects as growth of gross national product, rate of inflation, 
capital reinvestment, resource self-sufficiency and balance of payments 
position. The internal politics of certain foreign countries are not as stable 
as in the United States. For example, the Philippines' National Assembly was 
dissolved in 1986 following a period of intense political unrest and the 
removal of President Marcos. During the 1960's, the high level of communist 
insurgency in Malaysia paralyzed economic activity, but by the 1970's these 
communist forces were suppressed and normal economic activity resumed. In 
1991, the existing government in Thailand was overthrown in a military coup. 
In addition, significant external political risks currently affect some 
foreign countries. Both Taiwan and China still claim sovereignty of one 
another and there is a demilitarized border between North and South Korea.

Governments in certain foreign countries continue to participate to a 
significant degree, through ownership interest or regulation, in their 
respective economics. Action by these governments could have a significant 
effect on market prices of securities and payment of dividends. The economies 
of many foreign countries are heavily dependent upon international trade and 
are accordingly affected by protective trade barriers and economic conditions 
of their trading partners. The enactment by these trading partners of 
protectionist trade legislation could have a significant adverse effect upon 
the securities markets of such countries.

INFORMATION AND SUPERVISION. There is generally less publicly available 
information about foreign companies comparable to reports and ratings that are 
published about companies in the United States. Foreign companies are also 
generally not subject to uniform accounting, auditing and financial reporting 
standards, practices and requirements comparable to those applicable to United 
States companies.

TAXES. The dividends and interest payable on certain of a Fund's foreign 
portfolio securities may be subject to foreign withholding taxes, thus 
reducing the net amount of income available for distribution to the Fund's 
shareholders. A shareholder otherwise subject to United States federal income 
taxes may, subject to certain limitations, be entitled to claim a credit or 
deduction for U.S. federal income tax purposes for his or her proportionate 
share of such foreign taxes paid by the Fund.

COSTS. Investors should understand that the expense ratio of the Fund can be 
expected to be higher than investment companies investing in domestic 
securities since the cost of maintaining the custody of foreign securities and 
the rate of advisory fees paid by the Fund are higher.

OTHER. With respect to certain foreign countries, especially developing and 
emerging ones, there is the possibility of adverse changes in investment or 
exchange control regulations, expropriation or confiscatory taxation, 
limitations on the removal of funds or other assets of the Fund, political or 
social instability, or diplomatic developments which could affect investments 
by U.S. persons in those countries.

EASTERN EUROPE. Changes occurring in Eastern Europe and Russia today could 
have long-term potential consequences. As restrictions fall, this could result 
in rising standards of living, lower manufacturing costs, growing consumer 
spending, and substantial economic growth. However, investment in the 
countries of Eastern Europe and Russia is highly speculative at this time. 
Political and economic reforms are too recent to establish a definite trend 
away from centrally-planned economies and state owned industries. In many of 
the countries of Eastern Europe and Russia, there is no stock exchange or 
formal market for securities. Such countries may also have government exchange 
controls, currencies with no recognizable market value relative to the 
established currencies of western market economies, little or no experience in 
trading in securities, no financial reporting standards, a lack of a banking 
and securities infrastructure to handle such trading, and a legal tradition 
which does not recognize rights in private property. In addition, these 
countries may have national policies which restrict investments in companies 
deemed sensitive to the country's national interest. Further, the governments 
in such countries may require governmental or quasi-governmental authorities 
to act as custodian of the Fund's assets invested in such countries and these 
authorities may not qualify as a foreign custodian under the Investment 
Company Act of 1940 and exemptive relief from such Act may be required. All of 
these considerations are among the factors which could cause significant risks 
and uncertainties to investment in Eastern Europe and Russia. The Fund will 
only invest in a company located in, or a government of, Eastern Europe or 
Russia, if the Sub-advisor believes the potential return justifies the risk. 
To the extent any securities issued by companies in Eastern Europe and Russia 
are considered illiquid, the Fund will be required to include such securities 
within its 15% restriction on investing in illiquid securities. 

It is contemplated that most foreign securities will be purchased in over-the-
counter markets or on stock exchanges located in the countries in which the 
respective principal offices of the issuers of the various securities are 
located, if that is the best available market.

The Fund may invest in investment portfolios which have been authorized by the 
governments of certain countries specifically to permit foreign investment in 
securities of companies listed and traded on the stock exchanges in these 
respective countries. The Fund's investment in these portfolios is subject to 
the provisions of the 1940 Act discussed below. If the Fund invests in such 
investment portfolios, the Fund's shareholders will bear not only their 
proportionate share of the expenses of the Fund (including operating expenses 
and the fees of the Investment Manager), but also will bear indirectly similar 
expenses of the underlying investment portfolios. In addition, the securities 
of these investment portfolios may trade at a premium over their net asset 
value.

Apart from the matters described herein, the Fund is not aware at this time of 
the existence of any investment or exchange control regulations which might 
substantially impair the operations of the Fund as described in the Trust's 
Prospectus and this Statement. It should be noted, however, that this 
situation could change at any time.

FOREIGN CURRENCY TRANSACTIONS. The Fund will generally enter into forward 
foreign currency exchange contracts under two circumstances. First, when the 
Fund enters into a contract for the purchase or sale of a security denominated 
in a foreign currency, it may desire to "lock in" the U.S. dollar price of the 
security.

Second, when the Sub-advisor believes that the currency of a particular 
foreign country may suffer or enjoy a substantial movement against another 
currency, including the U.S. dollar, it may enter into a forward contract to 
sell or buy the amount of the former foreign currency, approximating the value 
of some or all of the Fund's portfolio securities denominated in such foreign 
currency. Alternatively, where appropriate, the Fund may hedge all or part of 
its foreign currency exposure through the use of a basket of currencies or a 
proxy currency where such currency or currencies act as an effective proxy for 
other currencies. In such a case, the Fund may enter into a forward contract 
where the amount of the foreign currency to be sold exceeds the value of the 
securities denominated in such currency. The use of this basket hedging 
technique may be more efficient and economical than entering into separate 
forward contracts for each currency held in the Fund. The precise matching of 
the forward contract amounts and the value of the securities involved will not 
generally be possible since the future value of such securities in foreign 
currencies will change as a consequence of market movements in the value of 
those securities between the date the forward contract is entered into and the 
date it matures. The projection of short-term currency market movement is 
extremely difficult, and the successful execution of a short-term hedging 
strategy is highly uncertain. Other than as set forth above, and immediately 
below, the Fund will also not enter into such forward contracts or maintain a 
net exposure to such contracts where the consummation of the contracts would 
obligate the Fund to deliver an amount of foreign currency in excess of the 
value of the Fund's portfolio securities or other assets denominated in that 
currency. The Fund, however, in order to avoid excess transactions and 
transaction costs, may maintain a net exposure to forward contracts in excess 
of the value of the Fund's portfolio securities or other assets to which the 
forward contracts relate (including accrued interest to the maturity of the 
forward on such securities) provided the excess amount is "covered" by liquid, 
high-grade debt securities, denominated in any currency, at least equal at all 
times to the amount of such excess. For these purposes "the securities or 
other assets to which the forward contracts relate may be securities or assets 
denominated in a single currency, or where proxy forwards are used, securities 
denominated in more than one currency. Under normal circumstances, 
consideration of the prospect for currency parities will be incorporated into 
the longer term investment decisions made with regard to overall 
diversification strategies. However, the Sub-advisor believes that it is 
important to have the flexibility to enter into such forward contracts when it 
determines that the best interests of the Fund will be served.

At the maturity of a forward contract, the Fund may either sell the portfolio 
security and make delivery of the foreign currency, or it may retain the 
security and terminate its contractual obligation to deliver the foreign 
currency by purchasing an "offsetting" contract obligating it to purchase, on 
the same maturity date, the same amount of the foreign currency.

As indicated above, it is impossible to forecast with absolute precision the 
market value of portfolio securities at the expiration of the forward 
contract. Accordingly, it may be necessary for the Fund to purchase additional 
foreign currency on the spot market (and bear the expense of such purchase) if 
the market value of the security is less than the amount of foreign currency 
the Fund is obligated to deliver and if a decision is made to sell the 
security and make delivery of the foreign currency. Conversely, it may be 
necessary to sell on the spot market some of the foreign currency received 
upon the sale of the portfolio security if its market value exceeds the amount 
of foreign currency the Fund is obligated to deliver. However, as noted, in 
order to avoid excessive transactions and transaction costs, the Fund may use 
liquid, high-grade debt securities denominated in any currency, to cover the 
amount by which the value of a forward contract exceeds the value of the 
securities to which it relates.

If the Fund retains the portfolio security and engages in an offsetting 
transaction, the Fund will incur a gain or a loss (as described below) to the 
extent that there has been movement in forward contract prices. If the Fund 
engages in an offsetting transaction, it may subsequently enter into a new 
forward contract to sell the foreign currency. Should forward prices decline 
during the period between the Fund's entering into a forward contract for the 
sale of a foreign currency and the date it enters into an offsetting contract 
for the purchase of the foreign currency, the Fund will realize a gain to the 
extent the price of the currency it has agreed to sell exceeds the price of 
the currency it has agreed to purchase. Should forward prices increase, the 
Fund will suffer a loss to the extent of the price of the currency it has 
agreed to purchase exceeds the price of the currency it has agreed to sell.

The Fund's dealing in forward foreign currency exchange contracts will 
generally be limited to the transactions described above. However, the Fund 
reserves the right to enter into forward foreign currency contracts for 
different purposes and under different circumstances. Of course, the Fund is 
not required to enter into forward contracts with regard to its foreign 
currency-denominated securities and will not do so unless deemed appropriate 
by the Sub-advisor. It also should be realized that this method of hedging 
against a decline in the value of a currency does not eliminate fluctuations 
in the underlying prices of the securities. It simply establishes a rate of 
exchange at a future date. Additionally, although such contracts tend to 
minimize the risk of loss due to a decline in the value of the hedged 
currency, at the same time, they tend to limit any potential gain which might 
result from an increase in the value of that currency.

Although the Fund values its assets daily in terms of U.S. dollars, it does 
not intend to convert its holdings of foreign currencies into U.S. dollars on 
a daily basis. It will do so from time to time, and investors should be aware 
of the costs of currency conversion. Although foreign exchange dealers do not 
charge a fee for conversion, they do realize a profit based on the difference 
(the "spread") between the prices at which they are buying and selling various 
currencies. Thus, a dealer may offer to sell a foreign currency to the Fund at 
one rate, while offering a lesser rate of exchange should the Fund desire to 
resell that currency to the dealer.

In addition to the restrictions described above, some foreign countries limit, 
or prohibit, all direct foreign investment in the securities of their 
companies. However, the governments of some countries have authorized the 
organization of investment portfolios to permit indirect foreign investment in 
such securities. For tax purposes these portfolios may be known as Passive 
Foreign Investment Companies. The Fund is subject to certain percentage 
limitations under the 1940 Act and certain states relating to the purchase of 
securities of investment companies, and may be subject to the limitation that 
no more than 10% of the value of the Fund's total assets may be invested in 
such securities.

For an additional discussion of certain risks involved in foreign investing, 
see this Statement and the Trust's Prospectus under "Certain Risk Factors and 
Investment Methods." 

    
   

FUND MANAGEMENT

The officers and Trustees of the Trust and their addresses, positions with the 
Trust, and principal occupations are set forth below. The officers and 
Trustees own less than 1% of any Fund's outstanding shares.




<TABLE>
<CAPTION>
                                POSITION WITH         PRINCIPAL OCCUPATION
NAME AND ADDRESS                  THE TRUST           DURING THE PAST 5 YEARS
- ----------------                -------------         -----------------------
<S>                             <C>                   <C>
Rolf F. Bjelland*               Chairman, Trustee     Executive Vice President and Chief Investment
625 Fourth Avenue South         and President         Officer, Lutheran Brotherhood; President
Minneapolis, MN                 and Director,         Lutheran Brotherhood Research Corp.; Director 
Age 57                                                and Vice President-Investments, Lutheran 
                                                      Brotherhood Variable Insurance Products Company; 
                                                      Director and Executive Vice President, Lutheran 
                                                      Brotherhood Financial Corporation; Director, 
                                                      Lutheran Brotherhood Securities Corp.; Director, 
                                                      Lutheran Brotherhood Real Estate Products Company; 
                                                      Director, Chairman and President of LB Series Fund, 
                                                      Inc.

Charles W. Arnason              Trustee               Lawyer in private practice; formerly member of
101 Judd Street, Suite 1                              Head, Hempel, Seifert & Vander Weide;
P. O. Box 150                                         formerly Executive Director of Minnesota 
Marine-On-St. Croix, MN                               Technology Corridor; formerly Senior Vice President, 
Age 67                                                Secretary and General Counsel of Cowles Media 
                                                      Company; Officer, Director or Trustee of various 
                                                      community non-profit boards and organizations; 
                                                      Director of LB  Series Fund, Inc.

Herbert F. Eggerding, Jr.       Trustee               Retired Executive Vice President and Chief 
12587 Glencroft Dr.                                   Financial Officer, Petrolite Corporation; 
St. Louis, MO                                         Director, Wheat Ridge Foundation; Director, Lutheran 
Age 58                                                Charities Association of St. Louis, MO.; Director of 
                                                      LB Series Fund, Inc.



Connie M. Levi                  Trustee               Retired President of the Greater Minneapolis 
50 Peninsula Rd.                                      Chamber of Commerce; Director or member of 
Dellwood, MN                                          numerous governmental, public service and non-profit 
Age 56                                                boards and organizations; Director of LB Series Fund, 
                                                      Inc.

Bruce J. Nicholson*             Trustee               Executive Vice President and Chief Financial Officer, 
625 Fourth Avenue South                               Lutheran Brotherhood; Director, Executive Vice 
Minneapolis, MN                                       President and Chief Financial Officer, Lutheran 
Age 48                                                Brotherhood Financial Corporation; Director, Lutheran 
                                                      Brotherhood Research Corp; Director, Lutheran 
                                                      Brotherhood Securities Corp.; Director and Chief 
                                                      Financial Officer, Lutheran Brotherhood Variable 
                                                      Insurance Products Company; Director, Lutheran 
                                                      Brotherhood Real Estate Products Company; Director, LB 
                                                      Series Fund, Inc.


    
   
Ruth E. Randall                 Trustee               Interim Dean, Division of Continuing Studies, 
University of Nebraska-Lincoln                        University of Nebraska-Lincoln; formerly 
Clifford Hardin Nebraska Center                       Associate Dean, Teachers College, and Professor,
  for Continuing Education, Room 340                  Department of Educational Administration, Teachers 
P.O. Box 839300                                       College, University of Nebraska-Lincoln; 
Lincoln, NE                                           Commissioner of Education for the State of Minnesota; 
Age 66                                                Director or member of numerous governmental, public 
                                                      service  and non-profit boards and organizations; 
                                                      Director of LB Series Fund, Inc.
    

James R. Olson                  Vice President        Vice President, Lutheran Brotherhood; Vice President, 
625 Fourth Avenue South                               Lutheran Brotherhood Variable Insurance Products 
Minneapolis, MN                                       Company; Vice President, Lutheran Brotherhood Research 
Age 53                                                Corp.; Vice President, Lutheran Brotherhood Securities 
                                                      Corp.; Vice President, Lutheran Brotherhood Real 
                                                      Estate Products Company; Vice President of LB Series 
                                                      Fund, Inc.

Richard B. Ruckdashel            Vice President       Assistant Vice President, Lutheran Brotherhood; 
625 Fourth Avenue South                               Vice President of LB Series Fund, Inc.
Minneapolis, MN 
Age 40 

James M. Walline                Vice President        Vice President, Lutheran Brotherhood; Vice President, 
625 Fourth Avenue South                               Lutheran Brotherhood Research Corp.; Vice President, 
Minneapolis, MN                                       Lutheran Brotherhood Variable Insurance Products 
Age 50                                                Company; Vice President of LB Series Fund, Inc.

   
Wade M. Voigt                   Treasurer             Assistant Vice President, Mutual Fund Accounting, 
625 Fourth Avenue South                               Lutheran Brotherhood; Treasurer of LB Series Fund, 
Minneapolis, MN                                       Inc.
Age 39
    

Otis F. Hilbert                 Secretary and         Vice President, Lutheran Brotherhood; Counsel,
625 Fourth Avenue South         Vice President        Vice President and Secretary, Lutheran Brotherhood 
Minneapolis, MN                                       Securities Corp.; Counsel and Secretary of Lutheran 
Age 58                                                Brotherhood Research Corp.; Vice President and 
                                                      Secretary, Lutheran Brotherhood Real Estate Products 
                                                      Company; Vice President and Assistant Secretary, 
                                                      Lutheran Brotherhood Variable Insurance Products 
                                                      Company; Secretary and Vice President of LB Series 
                                                      Fund, Inc.




_____________________

(*)  "Interested person" of the Fund as defined in the Investment Company Act 
of 1940 by virtue of his positions with affiliated entities referred to 
elsewhere herein.
</TABLE>

   
Lutheran Brotherhood, directly and through its wholly-owned subsidiary 
companies, owned 33.22% of the outstanding shares of LB World Growth Fund and 
10.46% of the outstanding shares of LB Money Market Fund as of November 30, 
1995.

COMPENSATION OF TRUSTEES AND OFFICERS

The Fund make no payments to any of its officers for services performed for 
the Fund. Trustees of the Trust who are not interested persons of the Trust 
are paid an annual retainer fee by the Trust of $18,500 and an annual fee of 
$9,000 per year to attend meetings of Board of Trustees.

Trustees who are not interested persons of the Trust are reimbursed by the 
Trust for any expenses they may incur by reason of attending Board meetings or 
in connection with other services they may perform in connection with their 
duties as Trustees of the Trust. The Trustees receive no pension or retirement 
benefits in connection with their service to the Fund. 

For the fiscal year ended October 31, 1995, the Trustees of the Trust received 
the following amounts of compensation:

<TABLE>
<CAPTION>
                                                   Total
                              Aggregate        Compensation 
Name and Position            Compensation    Paid by Fund and
of Person                     From Trust       Fund Complex(1)
- -----------------            ------------    -----------------
<S>                           <C>              <C> 
Rolf F. Bjelland(2)           $0               $0
Chairman 
and Trustee

Charles W. Arnason            $21,398          $26,875 
Trustee

Herbert F. Eggerding, Jr.     $21,398          $26,875 
Trustee

Luther O. Forde(2)(3)         $0               $0

Connie M. Levi                $21,398          $26,875 
Trustee

Bruce J. Nicholson(2)         $0               $0
Trustee

Ruth E. Randall               $21,398          $26,875 
Trustee

(1)  The "Fund Complex" includes The Lutheran Brotherhood Family of Funds and 
LB Series Fund, Inc. 

(2)  "Interested person" of the Fund as defined in the Investment Company Act 
of 1940. 

(3)  Retired as a Trustee of the Funds effective April 30, 1995. 
</TABLE>
    


INVESTMENT ADVISORY SERVICES

The Funds' investment adviser, LB Research, was organized as a Pennsylvania 
corporation in 1969 and was reincorporated as a Minnesota corporation in 1987. 
It has been in the investment advisory business since 1970. LB Research is a 
wholly-owned subsidiary of Lutheran Brotherhood Financial Corporation which, 
in turn, is a wholly-owned subsidiary of Lutheran Brotherhood, a fraternal 
benefit society. The officers and directors of LB Research who are affiliated 
with the Trust are set forth under "Fund Management".

   
Investment decisions for each of the Funds, except the LB World Growth Fund, 
are made by LB Research, subject to the overall direction of the Board of 
Trustees. LB Research provides overall investment supervision of the LB World 
Growth Fund's investments, with investment decisions for that Fund being made 
by an investment sub-advisor. Except for the LB World Growth Fund, LB Research 
provides investment research and supervision of each Fund's investments and 
conducts a continuous program of investment evaluation and appropriate 
disposition and reinvestment of each Fund's assets.  LB Research assumes the 
expense of providing the personnel to perform its advisory functions.  
Lutheran Brotherhood, the indirect parent company of LB Research, also serves 
as the investment adviser for LB Series Fund, Inc.  The Master Advisory 
Contract (the "Advisory Contract") for the Funds provides that Lutheran 
Brotherhood has reserved the right to grant the non-exclusive use of the name 
"Lutheran Brotherhood" or any derivative thereof to any other investment 
company, investment adviser, distributor or other business enterprise, and to 
withdraw from each Fund the use of the name "Lutheran Brotherhood".  The name 
"Lutheran Brotherhood" will continue to be used by each Fund as long as such 
use is mutually agreeable to Lutheran Brotherhood and the Funds.

Investment decisions for the LB World Growth Fund are made by Rowe Price-
Fleming International, Inc. (the "Sub-advisor"), which LB Research has engaged 
the sub-advisor for that Fund. The Sub-advisor manages that Fund on a daily 
basis, subject to the overall direction of LB Research and the Funds' Board of 
Trustees. 

The Sub-advisor was founded in 1979 as a joint venture between T. Rowe Price 
Associates, Inc. and Robert Fleming Holdings Limited. The Sub-advisor is one 
of the world's largest international mutual fund asset managers with 
approximately $17 billion under management as of December 31, 1994 in its 
offices in Baltimore, London, Tokyo and Hong Kong. 
    

To the extent required under applicable state regulatory requirements, the 
Investment Manager will reduce its management fee up to the amount of any 
expenses (exclusive of interest, taxes, brokerage expenses, distribution 
expenses, extra-ordinary items and any other items allowed to be excluded by 
applicable state law) paid or incurred by any of the Funds in any fiscal year 
which exceed specified percentages of the average daily net assets of such 
Fund for such fiscal year. The most restrictive of such percentage limitations 
is (which does not presently apply to any of the Funds) currently 2.5% of the 
first $30 million of average net assets, 2.0% of the next $70 million of 
average net assets and 1.5% of the remaining average net assets. These 
commitments may be amended or rescinded in response to changes in the 
requirements of the various states by the Trustees without shareholder 
approval.

The Advisory Contract provides that it shall continue in effect with respect 
to each Fund from year to year as long as it is approved at least annually 
both (i) by a vote of a majority of the outstanding voting securities of such 
Fund (as defined in the 1940 Act) or by the Trustees of the Trust, and (ii) in 
either event by a vote of a majority of the Trustees who are not parties to 
the Advisory Contract or "interested persons" of any party thereto, cast in 
person at a meeting called for the purpose of voting on such approval. The 
Advisory Contract may be terminated on 60 days' written notice by either party 
and will terminate automatically in the event of its assignment, as defined 
under the 1940 Act and regulations thereunder. Such regulations provide that a 
transaction which does not result in a change of actual control or management 
of an adviser is not deemed an assignment.

   
The Sub-advisory Contract provides that it shall continue in effect with 
respect to the LB World Growth Fund from year to year as long as it is 
approved at least annually both (i) by a vote of a majority of the outstanding 
voting securities of such Fund (as defined in the 1940 Act) or by the Trustees 
of the Trust, and (ii) in either event by a vote of a majority of the Trustees 
who are not parties to the Sub-advisory Contract or "interested persons" of 
any party thereto, cast in person at a meeting called for the purpose of 
voting on such approval. The Sub-advisory Contract may be terminated on 60 
days' written notice by either party and will terminate automatically in the 
event of its assignment, as defined under the 1940 Act and regulations 
thereunder. Such regulations provide that a transaction which does not result 
in a change of actual control or management of an adviser is not deemed an 
assignment.

LB Research receives an annual investment advisory fee from each Fund.  The 
following schedule lists each Fund and the formula under which LB Research is 
compensated by each Fund:  LB Opportunity Growth Fund pays an advisory fee 
equal to .75% of average daily net assets up to $100 million, .65% of average 
daily net assets over $100 million but not over $250 million, .60% of average 
daily net assets over $250 million but not over $500 million, .55% of average 
daily net assets over $500 million but not over $1 billion, and .50% of 
average daily net assets over $1 billion. LB World Growth Fund pays an 
advisory fee equal to 1.25% of average daily net assets up to $20 million, 
1.10% of average daily net assets over $20 million but not over $50 million, 
and 1.00% of average daily net assets over $50 million. LB Fund pays an 
advisory fee equal to .65% of average daily net assets of $500 million or 
less, .60% of average daily net assets over $500 million but not over $1 
billion, and .55% of average daily net assets over $1 billion.  LB High Yield 
Fund pays an advisory fee equal to .65% of average daily net assets of $500 
million or less, .60% of average daily net assets over $500 million but not 
over $1 billion, and .55% of average daily assets over $1 billion.  LB Income 
Fund pays an advisory fee equal to .60% of average daily net assets of $500 
million or less, .575% of average daily net assets over $500 million but not 
over $1 billion, and .55% of average daily net assets over $1 billion.  LB 
Municipal Bond Fund pays an advisory fee equal to .575% of average daily net 
assets of $500 million or less, .5625% of average daily net assets over $500 
million but not over $1 billion, and .55% of average daily net assets over $1 
billion.  LB Money Market Fund pays an advisory fee equal to .50% of average 
daily net assets of $500 million or less, .475% of average daily net assets on 
the next $500 million of average daily net assets, .45% of average daily net 
assets on the next $500 million of average daily net assets, .425% of average 
daily net assets on the next $500 million of average daily net assets, and 
 .40% of average daily net assets over $2 billion.

LB Research pays the Sub-advisor for the LB World Growth Fund an annual sub-
advisory fee for the performance of sub-advisory services. The fee payable is 
equal to a percentage of the that Fund's average daily net assets. The 
percentage decreases as the Fund's assets increase. For purposes of 
determining the percentage level of the sub-advisory fee for the Fund, the 
assets of the Fund are combined with the assets of the World Growth Portfolio 
of LB Series Fund, Inc., another fund with investment objectives and policies 
that are similar to the LB World Growth Fund and for which the Sub-advisor 
also provides sub-advisory services. The sub-advisory fee LB Research pays the 
Sub-advisor is equal to the World Growth Fund's pro rata share of the combined 
assets of the Fund and the World Growth Portfolio of LB Series Fund, Inc. and 
is equal to .75% of combined average daily net assets up to $20 million, .60% 
of combined average daily net assets over $20 million but not over $50 
million, and .50% of combined average daily net assets over $50 million. When 
the combined assets of the LB World Growth Fund and the World Growth Portfolio 
of LB Series Fund, Inc. exceed $200 million, the sub-advisory fee for the LB 
World Growth Fund is equal to .50% of all of the Fund's average daily net 
assets. 

The total dollar amounts paid to LB Research under the investment advisory 
contract then in effect for the last three fiscal years (other than LB World 
Growth Fund, which is in its first year of operations) are as follows:

<TABLE>
<CAPTION>
                                 10/31/95      10/31/94      10/31/93
<S>                            <C>            <C>           <C> 
LB Opportunity Growth Fund     $  938,166     $  522,579    $  114,224 
LB World Growth Fund               17,787         --             --    
LB Fund                         3,726,938      3,430,253     1,962,418 
LB High Yield Fund              3,509,710      3,091,898     1,689,296 
LB Income Fund                  5,431,506      5,721,652     4,758,113 
LB Municipal Bond Fund          3,504,880      3,554,569     2,576,809 
LB Money Market Fund            1,538,307      1,373,199     1,100,236 
</TABLE>

The total dollar amount paid by LB Research to the Sub-advisor of the LB World 
Growth Portfolio under the investment sub-advisory contract for the fiscal 
period ended October 31, 1995 is $10,672. 

Effective February 1, 1992, LB Research has undertaken to limit the LB Money 
Market's total expenses to 1.10% of its average net assets by means of a 
voluntary waiver of advisory fees.  As a result of such waiver, LB Research 
waived fees totalling $253,844 for the fiscal year ended October 31, 1995, 
$709,407 for the fiscal year ended October 31, 1994, and $755,710 for the 
fiscal period ended October 31, 1993.  Effective September 5, 1995, LB 
Research has undertaken to limit the LB World Growth Fund's total expenses to 
1.95% of its average daily net assets by means of a voluntary waiver of 
advisory fees.  As a result of such waiver, LB Research waived fees totaling 
$13,415 for the period from September 5, 1995 to October 31, 1995.  These 
waivers of fees are voluntary and may be discontinued at any time.  LB 
Research also undertook during the fiscal period ended October 31, 1993, to 
waive portions of the investment advisory fees for the LB Income Fund and the 
LB Municipal Bond Fund, amounting to .10% and .05% of average net assets of 
those Funds, respectively.  As a result, LB Research waived fees totalling 
$746,538 for the LB Income Fund and $218,660 for the LB Municipal Bond Fund 
for the fiscal period ended October 31, 1993.  These waivers of fees were 
voluntary and were discontinued on October 31, 1993.
    


ADMINISTRATIVE SERVICES

Lutheran Brotherhood Securities Corp. ("LB Securities") provides 
administrative personnel and services necessary to operate the Funds on a 
daily basis for a fee equal to 0.025 percent of the Funds' average daily net 
assets. The total dollar amounts paid to LB Securities for administrative 
services for the last three fiscal years are as follows:
   
<TABLE>
<CAPTION>


                                  10/31/95      10/31/94       10/31/93
<S>                              <C>             <C>            <C>      
LB Opportunity Growth Fund       $ 33,788        $ 22,108       $  4,937 
LB World Growth Fund                  356           --             --
LB Fund                           144,572         115,321        135,216 
LB High Yield Fund                136,969         109,494        109,061 
LB Income Fund                    215,922         123,528        144,703 
LB Municipal Bond Fund            151,391         119,601        132,437 
LB Money Market Fund               85,688          97,563         94,415 
</TABLE>
    

CUSTODIAN

State Street Bank and Trust Company, 225 Franklin Street, Boston, 
Massachusetts 02110, is the Trust's custodian. As custodian, State Street Bank 
and Trust Company is responsible for, among other things, safeguarding and 
controlling the Funds' cash and securities, handling the receipt and delivery 
of securities and collecting interest and dividends on the Funds' investments.

TRANSFER AGENT

LB Securities serves as transfer agent for the shares of each Fund. The total 
dollar amounts paid to LB Securities for transfer agency services for the last 
three fiscal years are as follows:

   
<TABLE>
<CAPTION>
                                 10/31/95      10/31/94      10/31/93
<S>                            <C>           <C>          <C>   
LB Opportunity Growth Fund     $  582,903    $  368,236   $   89,209 
LB World Growth Fund                4,983         --             -- 
LB Fund                         1,478,056     1,386,545      951,959 
LB High Yield Fund                944,128       811,121      466,056 
LB Income Fund                  1,398,946     1,409,791      996,611 
LB Municipal Bond Fund            517,010       501,350      332,430 
LB Money Market Fund            1,211,889     1,383,080    1,112,030 
</TABLE>
    

INDEPENDENT ACCOUNTANTS

Price Waterhouse LLP, 3100 Multifoods Tower, 33 South Sixth Street, 
Minneapolis, Minnesota 55402, serves as the Trust's independent accountants, 
providing professional services including audits of the Funds' annual 
financial statements, assistance and consultation in connection with 
Securities and Exchange Commission filings, and review of the annual income 
tax returns filed on behalf of the Funds.

DISTRIBUTOR

The Funds' distributor, LB Securities, is a Pennsylvania corporation organized 
in 1969. LB Securities is a wholly-owned subsidiary of LB Research and is 
located in Minneapolis, Minnesota. The officers and directors of LB Securities 
who are affiliated with the Trust are set forth under "Fund Management". LB 
Securities makes a continuous offering of the Funds' shares on a best efforts 
basis. 


     The total dollar amounts of gross underwriting commissions on sales of 
shares of the LB Opportunity Growth Fund, LB Fund, LB High Yield Fund, LB 
Income Fund, and LB Municipal Bond paid to LB Securities for the last three 
fiscal years, and the amounts retained by LB Securities for such years, are as 
follows:

   
<TABLE>
<CAPTION>



                                    10/31/95                10/31/94              10/31/93  
                                Gross      Amount       Gross      Amount       Gross      Amount 
                             Commissions  Retained   Commissions  Retained   Commissions  Retained 
<S>                          <C>          <C>         <C>         <C>       <C>           <C>   
LB Opportunity Growth Fund   $1,423,809   $315,636    $2,365,893  $521,089  $  937,562    $202,622 
LB World Growth Fund            153,713     33,490         --         --          --             -- 
LB Fund                       1,609,270    352,617     2,173,982   491,875   2,058,826     454,654 
LB High Yield Fund            2,422,070    530,028     2,932,618   646,449   3,124,354     691,675 
LB Income Fund                1,325,519    288,981     2,862,681   618,854   3,587,813     793,838 
LB Municipal Bond Fund          989,735    212,445     2,015,891   440,929   2,294,035     505,795 


</TABLE>
    


BROKERAGE TRANSACTIONS

PORTFOLIO TRANSACTIONS

   
In connection with the management of the investment and reinvestment of the 
assets of the Funds, the Advisory Contract authorizes LB Research, acting by 
its own officers, directors or employees or by a duly authorized 
subcontractor, including the Sub-advisor, to select the brokers or dealers 
that will execute purchase and sale transactions for the Funds. In executing 
portfolio transactions and selecting brokers or dealers, if any, LB Research 
and the Sub-advisor will use reasonable efforts to seek on behalf of the Funds 
the best overall terms available. In assessing the best overall terms 
available for any transaction, LB Research and the Sub-advisor will consider 
all factors it deems relevant, including the breadth of the market in and the 
price of the security, the financial condition and execution capability of the 
broker or dealer, and the reasonableness of the commission, if any (for the 
specific transaction and on a continuing basis). In evaluating the best 
overall terms available, and in selecting the broker or dealer, if any, to 
execute a particular transaction, LB Research and the Sub-advisor may also 
consider the brokerage and research services (as those terms are defined in 
Section 28(e) of the Securities Exchange Act of 1934) provided to any other 
accounts over which LB Research or the Sub-advisor or an affiliate of LB 
Research or the Sub-advisor exercises investment discretion. LB Research and 
the Sub-advisor may pay to a broker or dealer who provides such brokerage and 
research services a commission for executing a portfolio transaction which is 
in excess of the amount of commission another broker or dealer would have 
charged for effecting that transaction if, but only if, LB Research or the 
Sub-advisor determines in good faith that such commission was reasonable in 
relation to the value of the brokerage and research services provided.

To the extent that the receipt of the above-described services may supplant 
services for which LB Research or the Sub-advisor might otherwise have paid, 
it would, of course, tend to reduce the expenses of LB Research or the Sub-
advisor.

The investment decisions for a Fund are and will continue to be made 
independently from those of other investment companies and accounts managed by 
LB Research, the Sub-advisor, or their affiliates. Such other investment 
companies and accounts may also invest in the same securities as a Fund. When 
purchases and sales of the same security are made at substantially the same 
time on behalf of such other investment companies and accounts, transactions 
may be averaged as to the price and available investments allocated as to the 
amount in a manner which LB Research and its affiliates believe to be 
equitable to each investment company or account, including the Fund. In some 
instances, this investment procedure may affect the price paid or received by 
a Fund or the size of the position obtainable or sold by a Fund.

ROWE PRICE-FLEMING AFFILIATED TRANSACTIONS

Subject to applicable SEC rules, as well as other regulatory requirements, the 
Sub-advisor of Fund may allocate orders to brokers or dealers affiliated with 
the Sub-advisor. Such allocation shall be in such amounts and proportions as 
the Sub-advisor shall determine and the Sub-advisor will report such 
allocations either to LB Research, which will report such allocations to the 
Board of Trustees, or, if requested, directly to the Board of Trustees.
    

BROKERAGE COMMISSIONS

During the last three fiscal years, the Funds paid the following brokerage 
fees:

   
<TABLE>
<CAPTION>

                                  10/31/95      10/31/94       10/31/93
<S>                            <C>            <C>            <C> 
LB Opportunity Growth Fund     $  197,461     $   68,483     $   37,703 
LB World Growth Fund*              24,302           --             -- 
LB Fund                         1,787,109      3,106,422      2,905,586 
LB High Yield Fund                 47,583         21,925         16,872 
LB Income Fund                     56,081         83,788         24,875 
LB Municipal Bond Fund              9,518         17,558         31,860 
LB Money Market Fund                 --             --             -- 

*Amount paid to affiliated broker-dealer is $250.
</TABLE>

Of the brokerage fee amounts stated above, the following percentages were paid 
to firms which provided research, statistical, or other services to LB 
Research or the Sub-advisor in connection with the management of the Funds: 

<TABLE>
<CAPTION>
                                  10/31/95      10/31/94      10/31/93
<S>                                 <C>           <C>           <C>  
LB Opportunity Growth Fund           0.22%         9.06%         0.52% 
LB World Growth Fund                 0.75           --            -- 
LB Fund                              8.10          9.21         13.35 
LB High Yield Fund                  20.01         29.69         13.07 
LB Income Fund                      10.15          3.76         16.69 
LB Municipal Bond Fund                --             --            -- 
LB Money Market Fund                  --             --            -- 
</TABLE>
    


PORTFOLIO TURNOVER RATE

   
The rate of portfolio turnover in the Funds will not be a limiting factor when 
LB Research or the Sub-advisor deems changes in a Fund's portfolio appropriate 
in view of its investment objectives. As a result, while a Fund will not 
purchase or sell securities solely to achieve short term trading profits, a 
Fund may sell portfolio securities without regard to the length of time held 
if consistent with the Fund's investment objective. A higher degree of equity 
portfolio activity will increase brokerage costs to a Fund. The portfolio 
turnover rate is computed by dividing the dollar amount of securities 
purchased or sold (whichever is smaller) by the average value of securities 
owned during the year. Short-term investments such as commercial paper and 
short-term U.S. Government securities are not considered when computing the 
turnover rate.

For the last three fiscal years, the portfolio turnover rates of the LB 
Opportunity Growth Fund, LB World Growth Fund, LB Fund, LB High Yield Fund, LB 
Income Fund, and LB Municipal Bond Fund were as follows:

<TABLE>
<CAPTION>
                                  10/31/95      10/31/94       10/31/93
<S>                                  <C>         <C>            <C>  
LB Opportunity Growth Fund           213%         64%            97% 
LB World Growth Fund                   0%         --             -- 
LB Fund                              127%        234%           237% 
LB High Yield Fund                    71%         50%            66% 
LB Income Fund                       131%        155%            84% 
LB Municipal Bond Fund                36%         38%            46% 
</TABLE>
    


PURCHASING SHARES

Initial purchases of Fund shares must be made by check and accompanied by an 
application. Subsequent purchases may be made by:

  * check;

  * Federal Reserve or bank wire;

  * Invest-by-Phone;

  * Systematic Investment Plan (SIP); and

  * automatic payroll deduction.

Use of checks, Federal Reserve or bank wire and Invest-by-Phone is explained 
in the General Information section of the Fund's prospectus under "Buying 
Shares of The Lutherab Brotherhood Family of Funds".

SYSTEMATIC INVESTMENT PLAN

Under the Systematic Investment Plan program, funds may be withdrawn monthly 
from the shareholder's checking account and invested in the Funds. LB 
Securities representatives will provide shareholders with the necessary 
authorization forms.

AUTOMATIC PAYROLL DEDUCTION

Under the Automatic Payroll Deduction program, funds may be withdrawn monthly 
from the payroll account of any eligible shareholder of a Fund and invested in 
a Fund. To be eligible for this program, the shareholder's employer must 
permit and be qualified to conduct automatic payroll deductions. LB Securities 
representatives will provide shareholders with the necessary authorization 
forms.

SALES CHARGES

Initial purchases of Fund shares carry sales charges as explained in the 
section of the Funds' prospectus entitled, "Sales Charges", which also lists 
ways to reduce or avoid sales charges on subsequent purchases.

In addition to the situations described in the prospectus, sales charges are 
waived when shares are purchased by:

   
  * directors and regular full-time and regular part-time employees of 
Lutheran Brotherhood;
    

  * registered representatives of LB Securities; and

  * any trust, pension, profit-sharing or other benefit plan for such persons.

FULL-TIME EMPLOYEES

   
Regular full-time and regular part-time employees of Lutheran Brotherhood are 
persons who are defined as such by the Lutheran Brotherhood Human Resources 
Policy Manual.
    

RESTRICTION ON SALE OF SHARES PURCHASED

Sales to any of the persons or groups mentioned in this section are made only 
with the purchaser's written promise that the shares will not be resold, 
except through redemption or repurchase by or on behalf of a Fund.

NET ASSET VALUE

   
LB Opportunity Growth Fund, LB World Growth Fund, LB Fund,
LB High Yield Fund, LB Income Fund,
and LB Municipal Bond Fund

The net asset value per share is determined at the close of each day the New 
York Stock Exchange is open, except July 5, 1996, the day after Thanksgiving, 
and the day before Christmas, or any other day as provided by Rule 22c-1 under 
the Investment Company Act of 1940.  Determination of net asset value may be 
suspended when the Exchange is closed or if certain emergencies have been 
determined to exist by the Securities and Exchange Commission, as allowed by 
the Investment Company Act of 1940.
    

Net asset value is determined by adding the market or appraised value of all 
securities and other assets; subtracting liabilities; and dividing the result 
by the number of shares outstanding.

The market value of each Fund's portfolio securities is determined at the 
close of regular trading of the New York Stock Exchange (the "Exchange") on 
each day the Exchange is open, except the day after Thanksgiving. The value of 
portfolio securities is determined in the following manner:

   
  * Equity securities traded on the Exchange or any other national securities 
exchange are valued at the last sale price. If there has been no sale on that 
day or if the security is unlisted, it is valued at prices within the range of 
the current bid and asked prices considered best to represent value in the 
circumstances.

  * Equity securities not traded on a national securities exchange are valued 
at prices within the range of the current bid and asked prices considered best 
to represent the value in the circumstances, except that securities for which 
quotations are furnished through the nationwide automated quotation system 
approved by the NASDAQ will be valued at their last sales prices so furnished 
on the date of valuation, if such quotations are available for sales occurring 
on that day.

  * Bonds and other income securities traded on a national securities exchange 
will be valued at the  last sale price on such national securities exchange 
that day. LB Research may value such securities on the basis of prices 
provided by an independent pricing service or within the range of the current 
bid and asked prices considered best to represent the value in the 
circumstances, if those prices are believed to better reflect the fair market 
value of such exchange listed securities.

  * Bonds and other income securities not traded on a national securities 
exchange will be valued within the range of the current bid and asked prices 
considered best to represent the value in the circumstances. Such securities 
may also be valued on the basis of prices provided by an independent pricing 
service if those prices are believed to reflect the fair market value of such 
securities.

For all Funds other than the Money Market Fund, short-term securities with 
maturities of 60 days or less are valued at amortized cost; those with 
maturities greater than 60 days are valued at the mean between bid and asked 
price.
    

Prices provided by independent pricing services may be determined without 
relying exclusively on quoted prices and may consider institutional trading in 
similar groups of securities, yield, quality, coupon rate, maturity, type of 
issue, trading characteristics and other market data employed in determining 
valuation for such securities.

All other securities and assets will be appraised at fair value as determined 
by the Board of Trustees.

   
Generally, trading in foreign securities, as well as U.S. Government 
securities, money market instruments and repurchase agreements, is 
substantially completed each day at various times prior to the close of the 
Exchange. The values of such securities used in computing the net asset value 
of shares of a Fund are determined as of such times. Foreign currency exchange 
rates are also generally determined prior to the close of the Exchange. 
Occasionally, events affecting the value of such securities and exchange rates 
may occur between the times at which they are determined and the close of the 
Exchange, which will not be reflected in the computation of net asset values. 
If during such periods events occur which materially affect the value of such 
securities, the securities will be valued at their fair market value as 
determined in good faith by the Trustees of the Fund. 

For purposes of determining the net asset value of shares of a Fund all assets 
and liabilities initially expressed in foreign currencies will be converted 
into U.S. dollars quoted by a major bank that is a regular participant in the 
foreign exchange market or on the basis of a pricing service that takes into 
account the quotes provided by a number of such major banks.
    

LB Money Market Fund

The net asset value for each share of the LB Money Market Fund remains at 
$1.00.

Use of Amortized Cost Method

The Trustees have determined that the best method for determining the value of 
portfolio securities of the LB Money Market Fund is the amortized cost method.  
The Executive Committee will continue to assess this method of valuation and 
recommend changes to assure that the Fund's portfolio instruments are properly 
valued.

The LB Money Market Fund's use of the amortized cost method of valuing 
portfolio securities depends on its compliance with an order (the "Order") of 
permanent exemption from certain provisions of the Investment Company Act of 
1940 granted by the Securities and Exchange Commission.  Under the Order, the 
Fund's Trustees must establish procedures reasonably designed to stabilize the 
net asset value per share as computed for purposes of distribution and 
redemption at $1.00 per share, taking into account current market conditions 
and the Fund's investment objective.

The Trustee's procedures include monitoring the relationship between the 
amortized cost value per share and a net asset value per share based upon 
available indications of market value.  The Trustees will decide if any steps 
should be taken if there is a difference of more than .5% between the two.  
The Trustees will take any steps they consider appropriate (such as redemption 
in kind or shortening the average portfolio maturity) to minimize any material 
dilution or other unfair results arising from differences between the two 
methods of determining net asset value.

Investment Restrictions

     The Order requires that the LB Money Market Fund limit its investments to 
instruments that, in the opinion of the Trustees, present minimal credit risks 
and that are of high quality as determined by any major rating agency.  If 
they are not rated, the Trustees must determine that the instrument is of 
comparable quality.  It also calls for the Fund to maintain a dollar weighted 
average portfolio maturity (not more than 90 days) appropriate to its 
objective of maintaining a stable net asset value of $1.00 per share.

The Order also allows the purchase of any instrument with a remaining maturity 
of more than one year.  Should the disposition of a portfolio security result 
in a dollar weighted average portfolio maturity of more than 90 days, the Fund 
will invest its available cash to reduce the maturity to 90 days or less as 
soon as practicable.  The 90-day maximum dollar-weighted average maturity 
notwithstanding, it is the Fund's intention to not exceed a dollar-weighted 
average maturity of 90 days.

It is the Fund's usual practice to hold portfolio securities to maturity and 
realize par, unless sale or other disposition is mandated by redemption 
requirements or other extraordinary circumstances.  Under the amortized cost 
method of valuation traditionally employed by institutions for valuation of 
money market instruments, neither the amount of daily income nor the net asset 
value is affected by any unrealized appreciation or depreciation of the 
portfolio.

In periods of declining interest rates, the indicated daily yield on shares of 
the Fund computed by dividing the annualized daily income on the Fund's 
portfolio by the net asset value computed as above may tend to be higher than 
a similar computation made by using a method of valuation based upon market 
prices and estimates.

In periods of rising interest rates, the indicated daily yield on shares of 
the Fund computed by dividing the annualized daily income on the Fund's 
portfolio by the net asset value as computed above may tend to be lower than a 
similar computation made by using a method of calculation based upon market 
prices and estimates.

Conversion to Federal Funds

It is the LB Money Market Fund's policy to be as fully invested as possible so 
that maximum interest may be earned on money market instruments in the Fund's 
portfolio.  To the end, all payments from investors must be in federal funds 
or be converted into federal funds when deposited to State Street Bank's 
account at the Boston Federal Reserve Bank.  This conversion must be made 
before shares are purchased.  State Street Bank will act as the investor's 
agent in depositing checks and converting them to federal funds.  State Street 
will convert the funds and enter the investor's order for shares within two 
days of receipt of the check.


REDEEMING SHARES

Shares may be redeemed with requests made:

  * in writing;

  * through Redeem-by-Phone; or

  * through the Lutheran Brotherhood systematic withdrawal plan.

All methods of redemption are described in the Funds' prospectus under 
"Redeeming Shares".


TAX STATUS

THE FUND'S TAX STATUS

The Funds expect to pay no federal income tax because they intend to meet 
requirements of Subchapter M of the Internal Revenue Code applicable to 
regulated investment companies and to receive the special tax treatment 
afforded to such companies. To qualify for this treatment, each Fund must, 
among other requirements:

  * derive at least 90% of its gross income from dividends, interest and gains 
from the sale of securities;

  * derive less than 30% of its gross income from the sale of securities held 
less than three months;

  * invest in securities within certain statutory limits; and

  * distribute at least 90% of its ordinary income to shareholders. 

It is each Fund's policy to distribute substantially all of its income on a 
timely basis, including any net realized gains on investments each year.

To avoid payment of a 4% Excise tax, each Fund is also required to distribute 
to shareholders at least 98% of its ordinary income earned during the calendar 
year and 98% of its net capital gains realized during the 12-month period 
ending October 31.

SHAREHOLDERS' TAX STATUS

Shareholders of each Fund other than the LB Municipal Bond Fund will be 
subject to federal income tax on dividends and distributions received as cash 
or additional shares.  To the extent a Fund earns interest from U.S. 
government obligations, a number of states may allow pass-through treatment 
and permit a shareholder to exclude a portion of their dividends from state 
income tax.  

Distributions of the LB Municipal Bond Fund representing net interest received 
on tax-exempt municipal bonds will be exempt from federal income tax.  The 
portion of LB Municipal Bond Fund distributions representing net interest 
income from taxable temporary investments, market discount on tax-exempt 
bonds, and net short-term capital gains realized by the Fund, if any, will be 
taxable to shareholders as ordinary income and will generally not be available 
for the dividend exclusion available to individuals.  Distributions 
representing net interest received on tax-exempt municipal bonds will not 
necessarily be free from state income taxes.  The Fund will provide to 
shareholders an annual breakdown of the percentage of its income from each 
state.  

   
Shareholders of each Fund will be subject to federal income tax on dividends 
and distributions received as cash or additional shares. To the extent a Fund 
earns interest from U.S. government obligations, a number of states may allow 
pass-through treatment and permit a shareholder to exclude a portion of their 
dividends from state income tax. 
    

The Funds will mail annually to each shareholder advice as to the tax status 
of each year's dividends and distributions.

CAPITAL GAINS

Distributions by a Fund representing net long-term capital gains realized by 
the Fund will be taxable to shareholders as long-term capital gains no matter 
how long the shareholder may have held the shares. While the Funds do not 
intend to engage in short-term trading, they may dispose of securities held 
for only a short time if LB Research believes it to be advisable. Such changes 
may result in the realization of capital gains. Each Fund distributes its 
realized gains in accordance with federal tax regulations. Distributions from 
any net realized capital gains will usually be declared in December.


GENERAL INFORMATION

The Lutheran Brotherhood Family of Funds, a business trust organized under the 
laws of the State of Delaware, was established pursuant to a Master Trust 
Agreement dated July 15, 1993. The Trust is authorized to issue shares of 
beneficial interest, par value $.001 per share, divisible into an indefinite 
number of different series and classes and operates as a "series company" as 
provided by Rule 18f-2 under the 1940 Act. The interests of investors in the 
various series of the Trust will be separate and distinct. All consideration 
received for the sales of shares of a particular series of the Trust, all 
assets in which such consideration is invested, and all income earnings and 
profits derived from such investments, will be allocated to that series.

   
Except for the LB World Growth Fund, each Fund is the successor to a fund of 
the same name that previously operated as a separate corporation or trust. At 
a Special Meeting of Shareholders of each such fund held on October 28, 1993, 
the shareholders of each fund approved a reorganization of the respective 
funds as separate series of the Trust, which reorganization became effective 
on November 1, 1993. The LB World Growth Fund commenced operations as a series 
of The Lutheran Brotherhood Family of Funds on September 5, 1995.
    


CALCULATION OF PERFORMANCE DATA

TOTAL RETURN

Average annual total return is computed by determining the average annual 
compounded rates of return over the designated periods that, if applied to the 
initial amount invested would produce the ending redeemable value, according 
to the following formula:

                            P(1+T)n = ERV

[In the above formula "n" is an exponent.] 

Where:         P     =      a hypothetical initial payment of $1,000
               T     =      average annual total return
               n     =      number of years
               ERV   =      ending redeemable value at the end of the 
                            designated period assuming a hypothetical $1,000 
                            payment made at the beginning of the designated 
                            period

The calculation is based on the further assumptions that the maximum initial 
sales charge applicable to the investment is deducted, and that all dividends 
and distributions by the Fund are reinvested at net asset value on the 
reinvestment dates during the periods. All accrued expenses are also taken 
into account as described later herein.

   
Average Annual Total Returns For the Indicated Periods Ended October 31, 1995

LB Opportunity Growth Fund    LB Fund              LB High Yield Fund

1 year       22.06%           1 year     15.28%    1 year        7.24% 
Since Fund                    5 years    13.76%    5 years      16.36% 
Inception    17.12%           10 years   10.99%    Since Fund  
   1/8/93                                          Inception     8.88%
                                                   4/3/87 

LB Income Fund      LB Municipal Bond Fund   LB Money Market Fund

1 year     10.72%   1 year      9.28%        1 year      4.95% 
5 years     8.52%   5 years     7.67%        5 years     3.82% 
10 years    8.30%   10 years    8.88%        10 years    5.36% 

LB World Growth Fund

Since Fund Inception (9/5/95) -5.70% 
    


YIELD

Yield is computed by dividing the net investment income per share earned 
during a recent month or other specified 30-day period by the applicable 
maximum offering price per share on the last day of the period and annualizing 
the result, according to the following formula:

   
[A formula is expressed here that is as follows:

   Yield is equal to 2 times the difference between the sixth power of a 
   number and 1, where that number is equal to the sum of the quotient of a 
   divided by b and 1.]  


Where:  a = dividends and interest earned during the period minus expenses 
            accrued for the period (net of voluntary expense reductions by the 
            Investment Manager)

        b = the average daily number of shares outstanding during the period 
            that were entitled to receive dividends multiplied by the maximum 
            offering price per share on the last day of the period

To calculate interest earned (for the purpose of "a" above) on debt 
obligations, a Fund computes the yield to maturity of each obligation held by 
a Fund based on the market value of the obligation (including actual accrued 
interest) at the close of the last business day of the preceding period, or, 
with respect to obligations purchased during the period, the purchase price 
(plus actual accrued interest).  The yield to maturity is then divided by 360 
and the quotient is multiplied by the market value of the obligation 
(including actual accrued interest) to determine the interest income on the 
obligation for each day of the period that the obligation is in the portfolio.  
Dividend income is recognized daily based on published rates.
    

In the case of a tax-exempt obligation issued without original issue discount 
and having a current market discount, the coupon rate of interest is used in 
lieu of the yield to maturity.  Where, in the case of a tax-exempt obligation 
with original issue discount, the discount based on the current market value 
exceeds the then-remaining portion of original issue discount (market 
discount), the yield to maturity is the imputed rate based on the original 
issue discount calculation.  Where, in the case of a tax-exempt obligation 
with original issue discount, the discount based on the current market value 
is less than the then-remaining portion of original issue discount (market 
premium), the yield to maturity is based on the market value.  Dividend income 
is recognized daily based on published rates.

With respect to the treatment of discount and premium on mortgage or other 
receivables-backed obligations which are expected to be subject to monthly 
payments of principal and interest ("paydowns"), a Fund accounts for gain or 
loss attributable to actual monthly paydowns as a realized capital gain or 
loss during the period.  Each Fund has elected not to amortize discount or 
premium on such securities.

Undeclared earned income, computed in accordance with generally accepted 
accounting principles, may be subtracted from the maximum offering price.  
Undeclared earned income is the net investment income which, at the end of the 
base period, has not been declared as a dividend, but is reasonably expected 
to be declared as a dividend shortly thereafter.  The maximum offering price 
includes, as applicable, a maximum sales charge of 5.0%.

All accrued expenses are taken into account as described later herein.

Yield information is useful in reviewing a Fund's performance, but because 
yields fluctuate, such information cannot necessarily be used to compare an 
investment in a Fund's shares with bank deposits, savings accounts and similar 
investment alternatives which are insured and/or often provide an agreed or 
guaranteed fixed yield for a stated period of time.  Shareholders should 
remember that yield is a function of the kind and quality of the instruments 
in the Fund's portfolio, portfolio maturity and operating expenses and market 
conditions.

The 30-day yield for the base period ended October 31, 1995 for the LB High 
Yield Fund, LB Income Fund and LB Municipal Bond Fund were 8.45%, 5.62%, and 
4.63%, respectively.

Tax Equivalent Yield

The LB Municipal Bond Fund may quote its tax equivalent yield.  The LB 
Municipal Bond Fund's tax equivalent yield is computed by dividing that 
portion of such Fund's yield (computed as described under "Yield" above) which 
is tax-exempt, by the complement of the combined federal and state maximum 
effective marginal rate and adding the result to that portion, if any, of the 
yield of such Fund that is not tax-exempt.  The complement, for example, of a 
tax rate of 31% is 69%, that is 1.00 - 0.31 = 0.69.

The LB Municipal Bond Fund's tax equivalent yields for the 30-day base period 
ended October 31, 1995, assuming a tax rate of 15%, 28%, 31% and 39.6%, were 
5.45%, 6.43%, 6.71% and 7.67%, respectively.

Yield - Money Market Fund

When the LB Money Market Fund quotes a "current annualized" yield, it is based 
on a specified recent seven calendar-day period.  It is computed by (1) 
determining the net change, exclusive of capital changes, in the value of a 
hypothetical preexisting account having a balance of one share at the 
beginning of the period, (2) dividing the net change in account value by the 
value of the account at the beginning of the base period to obtain the base 
return, then (3) multiplying the base period by 52.14 (365 divided by 7).  The 
resulting yield figure is carried to the nearest hundredth of one percent.

The calculation includes (1) the value of additional shares purchased with 
dividends on the original share, and dividends declared on both the original 
share and any such additional shares, and (2) all fees charge to all 
shareholder accounts, in proportion to the length of the base period and the 
Trust's average account size.

The capital changes excluded from the calculation are realized capital gains 
and losses from the sale of securities and unrealized appreciation and 
depreciation.  The Fund's effective (compounded) yield will be computed by 
dividing the seven-day annualized yield as defined above by 365, adding 1 to 
the quotient, raising the sum to the 365th power, and subtracting 1 from the 
result.

Current and effective yields fluctuate daily and will vary with factors such 
as interest rates and the quality, length of maturities, and type of 
investments in the portfolio.

     Yield For 7-day Period Ended 10/31/95             4.74%
     Effective Yield For 7-day Period Ended 10/31/95   4.86%


ACCRUED EXPENSES

Accrued expenses include all recurring expenses that are charged to all 
shareholder accounts in proportion to the length of the base period. The 
average annual total return and yield results take sales charges, if 
applicable, into account, although the results do not take into account 
recurring and nonrecurring charges for optional services which only certain 
shareholders elect and which involve nominal fees.

Accrued expenses do not include the subsidization by affiliates of fees or 
expenses relating to a Fund, during the subject period.

NONSTANDARDIZED TOTAL RETURN

A Fund may provide the above described average annual total return results for 
periods which end no earlier than the most recent calendar quarter end and 
which begin twelve months before and at the time of commencement of such 
Fund's operations. In addition, a Fund may provide nonstandardized total 
return results for differing periods, such as for the most recent six months, 
and/or without taking sales charges into account. Such nonstandardized total 
return is computed as otherwise described under "Total Return" except that the 
result may or may not be annualized, and as noted any applicable sales charge 
may not be taken into account and therefore not deducted from the hypothetical 
initial payment of $1,000.


REPORT OF INDEPENDENT ACCOUNTANTS AND FINANCIAL STATEMENTS

The Report of Independent Accountants and financial statements included in the 
Annual Report to Shareholders for the fiscal year ended October 31, 1995 of 
the Funds are a separate report furnished with this Statement of Additional 
Information and are incorporated herein by reference.


<PAGE>
                    THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS

                                    PART C
                             OTHER INFORMATION
                             -----------------

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

(a)       Financial Statements 

          (1)   Financial Statements included in PART A (Prospectus) of this 
                Registration Statement: 

                (A)  Financial Highlights for Lutheran Brotherhood Opportunity 
                     Growth Fund for the fiscal year ended October 31, 1995 

                (B)  Financial Highlights for Lutheran Brotherhood World 
                     Growth Fund for the fiscal year ended October 31, 1995 

                (C)  Financial Highlights for Lutheran Brotherhood Fund for 
                     the fiscal year ended October 31, 1995 

                (D)  Financial Highlights for Lutheran Brotherhood High Yield 
                     Fund for the fiscal year ended October 31, 1995 

                (E)  Financial Highlights for Lutheran Brotherhood Income Fund 
                     for the fiscal year ended October 31, 1995 

                (F)  Financial Highlights for Lutheran Brotherhood Municipal 
                     Bond Fund for the fiscal year ended October 31, 1995 

                (G)  Financial Highlights for Lutheran Brotherhood Money 
                     Market Fund for the fiscal year ended October 31, 1995

          (2)   Financial Statements included in the Annual Report to 
                Shareholders for the period ended October 31, 1995 as 
                incorporated by reference into PART B (Statement of Additional 
                Information) of this Registration Statement for  Lutheran 
                Brotherhood Opportunity Growth Fund, Lutheran Brotherhood 
                World Growth Fund, Lutheran Brotherhood Fund, Lutheran 
                Brotherhood High Yield Fund, Lutheran Brotherhood Income Fund, 
                Lutheran Brotherhood Municipal Bond Fund, Lutheran Brotherhood 
                Money Market Fund: 

                     Portfolio of Investments
                     Statement of Assets and Liabilities 
                     Statement of Operations 
                     Statement of Changes in Net Assets 
                     Notes to Financial Statements (including Financial 
                         Highlights referenced to the Prospectus) 
                     Report of Independent Accountants

(b)       Exhibits

   (1)     First Amended and Restated Master Trust Agreement of the ** 
           Registrant  
   (1)(b)  Form of Amendment to First Amended and Restated Master 
           Trust Agreement *** 
   (2)     By-Laws of the Registrant * 
   (3)     Not applicable
   (4)     Not applicable
   (5)(a)  Form of Master Advisory Contract between the Registrant 
           and Lutheran Brotherhood Research Corp.* 
   (5)(b)  Form of Amendment to Master Advisory Contract *** 
   (5)(c)  Form of Sub-Advisory Agreement between Lutheran Brotherhood 
           Research Corp. and Rowe Price-Fleming International, Inc. *** 
   (6)(a)  Form of Distribution Agreement between the Registrant and 
           Lutheran Brotherhood Securities Corp. * 
   (6)(b)  Form of Amendment to Distribtuion Agreement *** 
   (7)     Not applicable
   (8)(a)  Form of Custodian Contract between the Registrant and State 
           Street Bank and Trust Company * 
   (8)(b)  Form of Transfer Agency Agreement between the Registrant and 
           Lutheran Brotherhood Securities Corp. * 
   (8)(c)  Form of Administrative Services Agreement between the Registrant 
           and Lutheran Brotherhood Securities Corp. * 
   (8)(d)  Form of Amendment to Custodian Contract *** 
   (8)(e)  Form of Amendment to Transfer Agency Agreement *** 
   (8)(f)  Administration Contract Between The Lutheran Brotherhood Family of 
           Funds and Lutheran Brotherhood Securities Corp. *** 
   (8)(f)  Form of Amendment to Administrative Services Agreement *** 
   (9)     Not applicable
   (10)    Opinion and consent of counsel *** 
   (11)    Not applicable
   (12)    Not applicable
   (13)(a) Subscription and Investment Letter with respect to each of 
           Lutheran Brotherhood Opportunity Growth Fund, Lutheran 
           Brotherhood Fund, Lutheran Brotherhood High Yield Fund, Lutheran 
           Brotherhood Income Fund, Lutheran Brotherhood Municipal Bond Fund 
           and Lutheran Brotherhood Money Market Fund ** 
   (13)(b) Form of Subscription and Investment Letter with respect to 
           Lutheran Brotherhood World Growth Fund *** 
   (14)(a)(i)   Lutheran Brotherhood Defined Contribution Plan and 
                Trust, Standardized Target Benefit Plan and Trust Adoption 
                Agreement, Target Benefit Plan and Trust Adoption Agreement, 
                Standardized Nonintegrated Profit Sharing Plan and Trust 
                Adoption Agreement, Standardized Nonintegrated Money 
                Purchase Plan and Trust Adoption Agreement, Standardized 
                Integrated Profit Sharing Plan and Trust Adoption Agreement, 
                Standardized Integrated Money Purchase Plan and Trust 
                Adoption Agreement, Integrated Money Purchase Plan and Trust 
                Adoption Agreement, Nonintegrated Money Purchase Plan and 
                Trust Adoption Agreement, Nonintegrated Profit Sharing Plan 
                and Trust Adoption Agreement and Integrated Profit Sharing 
                Plan and Trust Adoption Agreement * 
   (14)(a)(ii)  Lutheran Brotherhood Defined Benefit Plan and Trust, 
                Standardized Nonintegrated Defined Benefit Plan Adoption 
                Agreement and Standardized Integrated Defined Benefit Plan 
                and Trust Adoption Agreement * 
   (14)(b)  Lutheran Brotherhood Individual Retirement Account, Disclosure 
            Statement and Custodial Agreement * 
   (14)(c)  Lutheran Brotherhood Self-Directed Individual Retirement 
            Account, Supplemental Disclosure Statement, Disclosure Statement 
            and Custodial Agreement * 
   (14)(d)  Lutheran Brotherhood Tax Sheltered Custodial Account * 
   (14)(e)  Lutheran Brotherhood Prototype Simplified Employee Pension Plan 
            * 
   (15)     Not applicable
   (16)     Schedule of computation of performance data provided in response 
            to Item 22 of this Registration Statement ** 
   (17)(a)  Powers of Attorney for Rolf F. Bjelland, Wade M. Voigt, Charles 
            W. Arnason, Herbert F. Eggerding, Jr., Luther O. Forde and Ruth 
            E. Randall ** 
   (17)(b)  Power of Attorney for Connie M. Levi  ** 
   (17)(c)  Power of Attorney for Bruce J. Nicholson *** 

Filed as part of the Registration Statement as noted below and incorporated 
herein by reference:

     Footnote
     Reference     Securities Act of 1933 Amendment      Date Filed
     ---------     --------------------------------      ----------
        *          Post-Effective Amendment No. 51       August 27, 1993 
        **         Post-Effective Amendment No. 52       October 25, 1993 
        ***        Post-Effective Amendment No. 55       June 16, 1995 


Item 25. Persons Controlled by or under Common Control with Registrant
- ----------------------------------------------------------------------
     None.

Item 26. Number of Holders of Securities
- ----------------------------------------
     As of December 1, 1995 the numbers of record holders of shares of the 
     Registrant was as follows:

               (1)                                     (2)
                                                   Number of
          Title of Class                         Record Holders

     Shares of Beneficial Interest

Lutheran Brotherhood Opportunity Growth Fund           34,922
Lutheran Brotherhood World Growth Fund                  3,314
Lutheran Brotherhood Fund                              75,413
Lutheran Brotherhood High Yield Fund                   47,383
Lutheran Brotherhood Income Fund                       66,106
Lutheran Brotherhood Municipal Bond Fund               24,640
Lutheran Brotherhood Money Market Fund                 44,500


Item 27. Indemnification
- ------------------------

     Under Article VI of the Registrant's Master Trust Agreement each of its 
Trustees and officers or persons serving in such capacity with another entity 
at the request of the Registrant  ("Covered Person") shall be indemnified 
against all liabilities, including, but not limited to, amounts paid in 
satisfaction of judgments, in compromises or as fines or penalties, and 
expenses, including reasonable legal and accounting fees, in connection with 
the defense or disposition of any action, suit or other proceeding, whether 
civil or criminal, before any court or administrative or legislative body, in 
which such Covered Person may be or may have been involved as a party or 
otherwise or with which such Covered Person may be or may have been 
threatened, while in office or thereafter, by reason of being or having been 
such a Trustee or officer, director or trustee, except with respect to any 
matter as to which it has been determined that such Covered Person had acted 
with willful misfeasance, bad faith, gross negligence or reckless disregard of 
the duties involved in the conduct of such Covered Person's office (such 
conduct referred to hereafter as "Disabling Conduct"). A determination that 
the Covered Person is entitled to indemnification may be made by (i) a final 
decision on the merits by a court or other body before which the proceeding 
was brought that the person to be indemnified was not liable by reason of 
Disabling Conduct, (ii) dismissal of a court action or an administrative 
proceeding against a Covered Person for insufficiency of evidence of Disabling 
Conduct, or (iii) a reasonable determination, based upon a review of the 
facts, that the indemnitee was not liable by reason of Disabling Conduct by 
(a) a vote of a majority of a quorum of Trustees who are neither "interested 
persons" of the Registrant as defined in section 2(a)(19) of the 1940 Act nor 
parties to the proceeding, or (b) an independent legal counsel in a written 
opinion.

     Under the Distribution Agreement between the Registrant and Lutheran 
Brotherhood Securities Corp., the Registrant's distributor, the Registrant has 
agreed to indemnify, defend and hold Lutheran Brotherhood Securities Corp., 
its officers, directors, employees and agents and any person who controls 
Lutheran Brotherhood Securities Corp. free and harmless from and against any 
loss, claim, damage, liability and expense incurred by any of them arising out 
of or based upon any untrue or alleged untrue statement of material fact, or 
the omission or alleged omission to state a material fact necessary to make 
the statements made not misleading, in a Registration Statement, the 
Prospectus or Statement of Additional Information of the Registrant, or any 
amendment or supplement thereto, unless such statement or omission was made in 
reliance upon written information furnished by Lutheran Brotherhood Securities 
Corp.

     Under the Transfer Agent and Service Agreement between the Registrant and 
Lutheran Brotherhood Securities Corp., the Registrant has agreed, provided 
that Lutheran Brotherhood Securities Corp. has at all relevant times acted in 
good faith and without negligence or willful misconduct, to indemnify and hold 
Lutheran Brotherhood Securities Corp. harmless from and against any and all 
losses, damages, costs, charges, attorneys fees, payments, expenses and 
liability arising out of or attributable to (a) all actions of Lutheran 
Brotherhood Securities Corp. or its agents or subcontractors required to be 
taken under the Transfer Agency and Service Agreement or which arise out of 
the Registrant's lack of good faith, negligence, or willful misconduct or the 
breach of any representation or warranty of the Registrant under the Transfer 
Agency and Service Agreement, (c) the reliance on or use by Lutheran 
Brotherhood Securities Corp. or its agents or subcontractors of information, 
records or documents which are furnished by or on behalf of Registrant, (d) 
the reliance on or the carrying out by Lutheran Brotherhood Securities Corp. 
or its agents or subcontractors of any instructions or requests by Registrant, 
or (e) the offer or sale of shares of the Registrant unknown by Lutheran 
Brotherhood Securities Corp. to be in violation of law.

     Insofar as indemnification by the Registrant for liabilities arising 
under the Securities Act of 1933 may be permitted to trustees, officers, 
underwriters and controlling persons of the Registrant, pursuant to Article VI 
of the Registrant's Master Trust Agreement, 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 trustee, officer or controlling person of the Registrant 
in the successful defense of any action, suit or proceeding) is asserted 
against the Registrant by such trustee, 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 of 
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
- -------------------------------------------------------------

     Lutheran Brotherhood Research Corp. has been engaged in the investment 
advisory business since 1970. Lutheran Brotherhood, the indirect parent 
company of LB Research, also acts as investment adviser to LB Series Fund, 
Inc.

     The directors and officers of Lutheran Brotherhood Research Corp. are 
listed below, together with their principal occupations during the past two 
years. (Their titles may have varied during that period.)

Directors:

     Robert P. Gandrud, Chairman (President and Chief Executive Officer of 
        Lutheran Brotherhood)
     Rolf F. Bjelland (Executive Vice President of Lutheran Brotherhood)
     Bruce J. Nicholson (Executive Vice President of Lutheran Brotherhood)
     Paul R. Ramseth (Executive Vice President of Lutheran Brotherhood)
     William H. Reichwald (Executive Vice President of Lutheran Brotherhood)

Officers:

     Rolf F. Bjelland, President
     Anita J. T. Young, Treasurer (Vice President and Treasurer of Lutheran 
        Brotherhood)
     Otis F. Hilbert, Secretary (Vice President of Lutheran Brotherhood)
     Jerald E. Sourdiff, Controller (Senior Vice President and Controller of 
        Lutheran Brotherhood)
     Charles E. Heeren, Vice President (Vice President of Lutheran 
        Brotherhood) 
     James R. Olson, Vice President (Vice President of Lutheran Brotherhood)
     James M. Walline, Vice President (Vice President of Lutheran Brotherhood) 
     Michael A. Binger,  Assistant Vice President (Associate Portfolio Manager 
        of Lutheran Brotherhood)
     Randall L. Boushek, Assistant Vice President (Vice President of Lutheran 
        Brotherhood) 
     Janet I. Grangaard, Assistant Vice President (Associate Portfolio Manager 
        of Lutheran Brotherhood)
     Thomas N. Haag, Assistant Vice President (Assistant Vice President of 
        Lutheran Brotherhood)
     Michael G. Landreville, Assistant Vice President (Associate Portfolio 
        Manager of Lutheran Brotherhood) 
     Gail R. Onan, Assistant Vice President (Associate Portfolio Manager of 
        Lutheran Brotherhood)
     Scott A. Vergin, Assistant Vice President (Associate Portfolio Manager of 
        Lutheran Brotherhood)
     Marie A. Sorensen, Assistant Vice President (Assistant Vice President of 
        Lutheran Brotherhood)
     James M. Odland, Assistant Secretary (Assistant Vice President of 
        Lutheran Brotherhood)
     Randall L. Wetherille, Assistant Secretary (Assistant Vice President of 
        Lutheran Brotherhood)

     The business address of each of the above directors and officers employed 
by Lutheran Brotherhood is 625 Fourth Avenue South, Minneapolis, Minnesota 
55415.

The business and other connections of the officers and directors of Rowe 
Price-Fleming International, Inc. ("Sub-advisor") are set forth in the Form 
ADV of Sub-advisor currently on file with the Securities and Exchange 
Commission (File No. 801-14713)

Item 29. Principal Underwriters
- -------------------------------

     (a)  Lutheran Brotherhood Securities Corp. also serves as principal 
          underwriter for LB Series Fund, Inc.

     (b)  Directors and officers of Lutheran Brotherhood Securities Corp. are 
          as follows: 

          (1)                    (2)                         (3)
                              Positions
   Name and Principal         and Offices            Positions and Offices
    Business Address        with Underwriter            with Registrant 
   ------------------       ----------------          --------------------
William H. Reichwald       President                             --
625 Fourth Avenue South
Minneapolis, MN  55415

Robert P. Gandrud          Chairman and Director                 --
625 Fourth Avenue South
Minneapolis, MN  55415

Otis F. Hilbert            Vice President, Counsel and    Vice President and 
625 Fourth Avenue South    Secretary                      Secretary
Minneapolis, MN  55415

Anita J. T. Young          Treasurer                             --
625 Fourth Avenue South
Minneapolis, MN  55415

     (c)  Not Applicable.

Item 30. Location of Accounts and Records
- -----------------------------------------

     The Registrant maintains the records required to be maintained by it 
under Rules 31a-1(a), 31a-1(b), and 31a-2(a) under the Investment Company Act 
of 1940 at its principal executive offices at 625 Fourth Avenue South, 
Minneapolis, Minnesota 55415. Certain records, including records relating to 
Registrant's shareholders and the physical possession of its securities, may 
be maintained pursuant to Rule 31a-3 under the Investment Company Act of 1940 
by the Registrant's transfer agent or custodian at the following locations:

            Name                                      Address
            ----                                      -------
Lutheran Brotherhood Securities Corp.        625 Fourth Avenue South
                                             Minneapolis, Minnesota  55415

Norwest Bank Minnesota, N.A.                 Sixth and Marquette Avenue
                                             Minneapolis, Minnesota  55402

State Street Bank and Trust Company          225 Franklin Street
                                             Boston, Massachusetts  02110

Item 31. Management Services
- ----------------------------
     Not Applicable.

Item 32. Undertakings
- ---------------------
     The Registrant hereby undertakes to furnish each person to whom a 
prospectus is delivered with a copy of the Registrant's latest annual report 
to shareholders upon request and without charge.

     The Registrant hereby undertakes, if requested to do so by the holders of 
at least 10% of the Registrant's outstanding shares, to call a meeting of 
shareholders for the purpose of voting upon the question of removal of a 
trustee or trustees and to assist in communications with other shareholders as 
required by Section 16(c) of the Investment Company Act of 1940.

     The Registrant hereby undertakes to file a post-effective amendment to 
its registration for the purposes of filing updated financial statements 
(which need not be audited) within the time limit specified by Item 32(b) of 
Form N-1A.


                                    Notice

     A copy of the Master Trust Agreement of the Registrant is on file with 
the Secretary of State of the State of Delaware and notice is hereby given 
that the obligations of the Registrant hereunder, and the authorization, 
execution and delivery of this amendment to the Registrant's Registration 
Statement, shall not be binding upon any of the Trustees, shareholders, 
nominees, officers, agents or employees of the Registrant as individuals or 
personally, but shall bind only the property of the Funds of the Registrant, 
as provided in the Master Trust Agreement. Each Fund of the Registrant shall 
be solely and exclusively responsible for the payment of any of its direct or 
indirect debts, liabilities and obligations, and no other Fund shall be 
responsible for the same.


<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 registration statement pursuant to 
Rule 485(b) under the Securities Act of 1933 and has has duly caused this 
amendment to this Registration Statement on Form N-1A to be signed on its 
behalf by the undersigned thereunto duly authorized, in the City of 
Minneapolis and State of Minnesota, on the 28th day of December, 1995.

                                      THE LUTHERAN BROTHERHOOD
                                      FAMILY OF FUNDS

                                      By:  /s/ Randall L. Wetherille
                                           -------------------------
                                           Randall L. Wetherille, 
                                           Assistant Secretary

Pursuant to the requirements of the Securities Act of 1933, this amendment 
to this registration statement has been signed below by the following 
persons in the capacities and on the date indicated.

     Signature                  Title                          Date

     *                    Trustee and President           December 28, 1995
- ------------------------  (Principal Executive Officer)
Rolf F. Bjelland      

     *                    Treasurer                       December 28, 1995
- ------------------------  (Principal Financial and
Wade M. Voigt             Accounting Officer)

     *                    Trustee                         December 28, 1995
- ------------------------
Charles W. Arnason

     *                    Trustee                         December 28, 1995
- -------------------------
Herbert F. Eggerding, Jr.

     *                    Trustee                         December 28, 1995
- ------------------------
Connie M. Levi

     *                    Trustee                         December 28, 1995
- ------------------------
Bruce J. Nicholson

     *                    Trustee                         December 28, 1995
- ------------------------
Ruth E. Randall

                                      By:  /s/ Randall L. Wetherille
                                           -------------------------
                                          Randall L. Wetherille, 
                                          Attorney-in-Fact under Powers 
                                          of Attorney incorporated by 
                                          reference from Post-Effective 
                                          Amendment Nos. 51, 52 and 55.

<PAGE>
                  THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS


                             INDEX TO EXHIBITS


Exhibit                                                        Sequential Page
Number     Exhibit                                                 Number 


24(a)      Financial Statements:  Annual Report to Shareholders         

24(b)(11)  Consent of Independent Accountants                           







                     LUTHERAN BROTHERHOOD
                       FAMILY OF FUNDS

                   Logo Centered Here
         Box with picture of a Leaf, Tree and Acorn
                Growth Income Stability

                        Annual Report
                       October 31, 1995

                      Logo Centered Here
                       Lutheran
                       Brotherhood
                       Securities Corp.





                                             3100 Multifoods Tower
                                             33 South Sixth Street
                                        Minneapolis, MN 55402-3795
                                   Price Waterhouse Logo Goes here
- ------------------------------------------------------------------
Price Waterhouse LLP


               Report of Independent Accountants

To the Trustees and Shareholders of the
Lutheran Brotherhood Family of Funds

In our opinion, the accompanying statements of assets and liabilities,
including the portfolios of investments, and the related statements of
operations and of changes in net assets and the financial highlights
present fairly, in all material respects, the financial position of
Lutheran Brotherhood Opportunity Growth Fund, Lutheran Brotherhood World
Growth Fund, Lutheran Brotherhood Fund, Lutheran Brotherhood High Yield
Fund, Lutheran Brotherhood Income Fund, Lutheran Brotherhood Municipal
Bond Fund and Lutheran Brotherhood Money Market Fund (constituting the
Lutheran Brotherhood Family of Funds) at October 31, 1995, the results
of each of their operations for the year then ended or period indicated,
the changes in each of their net assets for the year or period ended
October 31, 1995 and the financial highlights for the periods indicated,
in conformity with generally accepted accounting principles.  These
financial statements and financial highlights (hereafter referred to as
"financial statements") are the responsibility of management; our
responsibility is to express an opinion on these financial statements
based on our audits.  We conducted our audits of these financial
statements in accordance with generally accepted auditing standards
which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made
by management, and evaluating the overall financial statement
presentation.  We believe that our audits, which included confirmation
of securities at October 31, 1995 by correspondence with the custodian
and brokers and the application of alternative auditing procedures where
confirmations from brokers were not received, provide a reasonable basis
for the opinion expressed above.


/s/Price Waterhouse LLP

December 11, 1995


<TABLE>
<CAPTION>
Lutheran Brotherhood Opportunity Growth Fund
Portfolio of Investments
October 31, 1995

  Shares                                                  Value
- -----------                                           ----------------
<S>            <C>                                    <C>              <C>
               COMMON STOCKS - 89.7% (a)
               Automotive - 1.9%
    129,500    MascoTech, Inc.                        $  1,327,375
    136,900    Tower Automotive, Inc.                    1,882,375     (b)
                                                      ------------
                                                         3,209,750
                                                      ------------
               Computer Software - 12.7%
    191,300    Cheyenne Software, Inc.                   3,993,388     (b)
     44,900    Cooper & Chyan
                  Technology, Inc.                         634,213     (b)
     28,500    Hyperion Software Corp.                   1,403,625     (b)
    164,200    Inference Corp.                           1,990,925     (b)
    215,600    Intersolv, Inc.                           3,395,700     (b)
    150,300    MySoftware Company                        1,580,498     (b)
    123,200    Ovid Technologies, Inc.                   1,108,800     (b)
     86,400    Sterling Software, Inc.                   3,985,200     (b)
    275,500    Viasoft, Inc.                             3,581,500     (b)
                                                      ------------
                                                        21,673,849
                                                      ------------
               Computers &
               Office Equipment - 11.9%
     17,100    Ade Corp.                                   256,500     (b)
     77,500    Avid Technology, Inc.                     3,390,625     (b)
     20,000    DataWorks Corp.                             277,500     (b)
     35,700    FORE Systems, Inc.                        1,892,100     (b)
     81,500    In Focus Systems, Inc.                    2,679,313     (b)
    179,000    InaCom Corp.                              1,790,000     (b)
    100,400    Madge, N.V.                               4,204,250     (b)
     69,300    MICROS Systems, Inc.                      2,581,425     (b)
     16,300    Micro Warehouse, Inc.                       725,350     (b)
     40,800    NetStar, Inc.                               418,200     (b)
     41,600    Network Peripherals, Inc.                   436,800     (b)
     48,900    Optical Data Systems, Inc.                1,460,887     (b)
                                                      ------------
                                                        20,112,950
                                                      ------------
               Construction &
               Home Building - 2.0%
     53,000    Belmont Homes, Inc.                         927,500     (b)
    164,000    Southern Energy Homes, Inc.               2,419,000     (b)
                                                      ------------
                                                         3,346,500
                                                      ------------
               Drugs & Health Care - 13.3%
     48,900    Agouron Pharmaceuticals, Inc.             1,271,400     (b)
     20,400    Circon Corp.                                464,100     (b)
     57,100    Depotech Corp.                              827,950     (b)
    161,000    EP Technologies, Inc.                     1,992,375     (b)
    199,300    Maxxim Medical, Inc.                      2,765,287     (b)
    107,200    Mentor Corp.                              2,358,400
     49,700    Orthofix International N.V.                 484,575     (b)
    100,450    PDT, Inc.                                 3,867,325     (b)
     85,600    SEQUUS Pharmaceuticals, Inc.              1,027,200     (b)
     85,600    Speedfam International, Inc.              1,401,700     (b)
     64,000    Stryker Corp.                             2,888,000
     73,300    Summit Technology, Inc.                   3,261,850     (b)
                                                      ------------
                                                        22,610,162
                                                      ------------
               Electronics - 7.5%
     96,400    Actel Corp.                               1,132,700     (b)
     59,500    Adaptec, Inc.                             2,647,750     (b)
    115,800    C-Cor Electronics                         2,663,400     (b)
     84,000    Etec Systems, Inc.                          924,000     (b)
     60,000    Integrated Silicon Solution               1,878,750     (b)
    214,500    Quality Semiconductor, Inc.               1,823,250     (b)
    114,300    Smartflex Systems, Inc.                   1,671,637     (b)
                                                      ------------
                                                        12,741,487
                                                      ------------
               Healthcare Management - 1.8%
     20,400    Healthsource, Inc.                        1,081,200     (b)
     72,400    Maxicare Health Plans, Inc.               1,257,950     (b)
     70,500    Quantum Health
               Resources, Inc.                             749,063     (b)
                                                      ------------
                                                         3,088,213
                                                      ------------
               Hospital Management - 2.6%
    101,900    Horizon Mental Health
                  Management, Inc.                       1,592,188     (b)
    401,300    Physician Computer
                  Network, Inc.                          2,758,938     (b)
                                                      ------------
                                                         4,351,126
                                                      ------------
               Industrial - 0.6%
    166,300    Union Switch & Signal, Inc.                 997,800     (b)
                                                      ------------
               Leisure &
               Entertainment - 6.1%
    207,900    Cannondale Corp.                          3,326,400     (b)
    407,500    Fairfield Communities, Inc.               3,005,312     (b)
    105,100    Movie Gallery, Inc.                       4,046,350     (b)
                                                      ------------
                                                        10,378,062
                                                      ------------
               Machinery &
               Equipment - 0.5%
     69,300    Insituform Technologies,
               Inc., Class A                               866,250     (b)
                                                      ------------
               Pollution Control - 3.7%
    171,100    Memtec Limited, ADR                       2,887,312     (b)
    143,000    U.S. Filter Corp.                         3,324,750     (b)
                                                      ------------
                                                         6,212,062
                                                      ------------
               Restaurants - 2.2%
     28,500    Outback Steakhouse, Inc.                    894,187     (b)
    148,300    Quality Dining, Inc.                      2,891,850     (b)
                                                      ------------
                                                         3,786,037
                                                      ------------
               Retail - 10.1%
     92,300    American Eagle Outfitters                   899,925     (b)
     12,200    De Rigo S.p.A.                              251,625     (b)
     82,900    Department 56, Inc.                       3,761,588     (b)
    212,200    Fingerhut Cos., Inc.                      2,891,225
     52,000    Fossil, Inc.                                565,500     (b)
     77,200    General Nutrition Cos.                    1,920,350     (b)
     45,500    Gymboree Corp.                            1,029,437     (b)
     25,800    Piercing Pagoda, Inc.                       377,325     (b)
     90,200    Sports Authority, Inc. (The)              1,961,850     (b)
    192,400    Strouds, Inc.                               889,850     (b)
    205,600    Trend-Lines, Inc., Class A                2,698,500     (b)
                                                      ------------
                                                        17,247,175
                                                      ------------
               Services - 5.8%
    216,300    BT Office Products
                  International, Inc.                    2,784,863     (b)
     99,200    Career Horizons, Inc.                     2,653,600     (b)
     54,800    Global DirectMail Corp.                   1,493,300     (b)
    115,900    ITI Technologies                          2,926,475     (b)
                                                      ------------
                                                         9,858,238
                                                      ------------
               Telecommunications
               Equipment - 0.9%
     24,500    ADC Telecommunications, Inc.                980,000     (b)
     34,800    Brite Voice Systems, Inc.                   578,550     (b)
                                                      ------------
                                                         1,558,550
                                                      ------------
               Telephone &
               Telecommunications - 5.7%
    154,300    Metrocall, Inc.                           3,857,500     (b)
      8,200    Microcom, Inc.                              179,375     (b)
     20,400    Premisys
                  Communications, Inc.                   1,825,800     (b)
     57,700    Pronet, Inc.                              1,471,350     (b)
     81,500    Teltrend, Inc.                            2,404,250     (b)
                                                      ------------
                                                         9,738,275
                                                      ------------
               Textiles & Apparel - 0.4%
    108,200    Cutter & Buck, Inc.                         703,300     (b)
                                                      ------------
               Total Common Stocks
                  (cost $143,737,954)                  152,479,786
                                                      ------------
               SHORT-TERM
               SECURITIES - 10.3% (a)
               Commercial Paper
$1,675,000     AI Credit
                  5.7%, due 11/7/1995                    1,673,409
  4,300,000    Cargill, Inc.
                  5.69%, due 11/3/1995                   4,298,641
  2,500,000    Koch Industries
                  5.88%, due 11/1/1995                   2,500,000
  4,000,000    McDonald's Corp.
                  5.72%, due 11/8/1995                   3,995,551
  5,000,000    Raytheon Co.
                  5.72%, due 11/1/1995                   5,000,000
                                                      ------------
               Total Short-Term Securities
                  (at amortized cost)                   17,467,601
                                                      ------------
               Total Investments
                  (cost $161,205,555)                 $169,947,387     (c)
                                                      ============

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total
investments of the Lutheran Brotherhood Opportunity Growth Fund.
(b) Currently non-income producing.
(c) At October 31, 1995, the aggregate cost of securities for federal
income tax purposes was $161,382,474 and the net unrealized appreciation
of investments based on that cost was $8,564,913 which is comprised of
$20,823,298 aggregate gross unrealized appreciation and $12,258,385
aggregate gross unrealized depreciation.

The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
Lutheran Brotherhood World Growth Fund
Portfolio of Investments
October 31, 1995

  Shares                                                      Value
- -----------                                               --------------
<S>            <C>                                        <C>               <C>
               ARGENTINA - 0.6% (a)
               COMMON STOCKS
       470     Banco de Galicia
                  Buenos Aires ADR (USD)                         $8,989
       240     Banco Frances del
                  Rio de la Plata ADR (USD)                       5,250
       130     Buenos Aires Embotelladora
                  ADR (USD)                                       2,974
       150     Enron Global Power &
                  Pipeline (USD)                                  3,619
     2,350     Naviera Perez "B"                                 10,362
     1,590     Sociedad Comercial del Plata                       3,211
       150     Sociedad Comercial del Plata
                  ADR (USD)                                       3,038
       910     Telecom Argentina                                  3,503
       110     Telecom Argentina
                  ADR (USD)                                       4,221
     1,090     Telefonica de Argentina
                  ADR (USD)                                      22,618
       340     Transportadora de Gas del
                  Sur ADR (USD)                                   3,485
     1,080     YPF Sociedad Anonima
                  ADR (USD)                                      18,495
                                                            -----------
               Total Argentina                                   89,765
                                                            -----------
               AUSTRALIA - 1.6% (a)
               COMMON STOCKS
     8,000     Australia Gas & Light                             27,727
     2,500     Broken Hill Proprietary                           33,859
     6,000     Burns Philip & Company                            13,437
     2,000     Coca Cola Amatil                                  15,478
     1,200     Lend Lease Corporation                            16,691
     3,000     Mayne Nickless                                    13,574
     4,000     News Corporation                                  20,171
     3,000     Publishing & Broadcasting                          9,552
    14,000     TNT                                               19,729
     2,000     Western Mining                                    12,828
     5,000     Westpac Banking                                   20,529
     4,500     Woodside Petroleum                                21,561
                                                            -----------
                                                                225,136
                                                            -----------
               MISCELLANEOUS
               SECURITIES                                         8,638     (b)
                                                            -----------
               Total Australia                                  233,774
                                                            -----------
               AUSTRIA - 0.1% (a)
               COMMON STOCKS
       110     Flughafen Wien                                     7,066
       110     Oesterreische Elektrik
               Wirtsch                                            6,721
                                                            -----------
                                                                 13,787
                                                            -----------
               PREFERRED STOCKS
        80     Creditanstalt Bankverein                           3,991
                                                            -----------
               Total Austria                                     17,778
                                                            -----------
               BELGIUM - 0.9% (a)
               COMMON STOCKS
        95     Generale Banque                                   30,726
       230     Kredietbank                                       57,699
        40     UCB                                               45,646
                                                            -----------
               Total Belgium                                    134,071
                                                            -----------
               BRAZIL - 0.7% (a)
               COMMON STOCKS
       470     Brazil Fund (USD)                                 10,986
       290     Cia Energetic Sao Paulo
                  ADR (USD)                                       2,919
       260     Companhia Energetica Minas
                  Gerais ADR (USD)                                5,720
     1,910     Telecomunicacoes Brasilias
                  ADR (USD)                                      76,639
       340     Usiminas Siderurg Miras
                  ADR (USD)                                       3,188
                                                            -----------
               Total Brazil                                      99,452
                                                            -----------
               CANADA - 0.4% (a)
               COMMON STOCKS
     1,050     Alcan Aluminum                                    33,601
       590     MacMillan Bloedel (USD)                            7,744
       420     Royal Bank of Canada                               9,444
                                                            -----------
               Total Canada                                      50,789
                                                            -----------
               CHILE - 0.6% (a)
               COMMON STOCKS
       100     AFP Providia ADR (USD)                             2,450
       750     Chile Fund (USD)                                  17,063
       230     Chilectra ADR (USD)                                9,890
       340     Chilgener ADR (USD)                                8,160
       300     Compania Cervecerias Unidas
                  ADR (USD)                                       6,938
       150     Compania Telecomunicaciones
                  ADR (USD)                                      10,800
       640     Empresa Nacional De Electric
                  ADR (USD)                                      13,760
       380     Enersis ADS (USD)                                  9,548
                                                            -----------
               Total Chile                                       78,609
                                                            -----------
               CHINA - 0.6% (a)
               COMMON STOCKS
     2,400     Huaneng Power ADR (USD)                           39,900     (b)
    26,000     Maanshan Iron &
                  Steel (HKD)                                     4,742
    72,000     Shanghai Petrochemical "H"
                  (HKD)                                          20,720
    58,000     Yizheng Chemical Fibre "H"
                  (HKD)                                          16,879
                                                            -----------
               Total China                                       82,241
                                                            -----------
               DENMARK - 0.3% (a)
               COMMON STOCKS
       260     Den Danske Bank                                   17,225
       110     Teledanmark                                        5,738
       300     Unidanmark                                        13,781
                                                            -----------
               Total Denmark                                     36,744
                                                            -----------
               FINLAND - 0.2% (a)
               COMMON STOCKS
       500     Nokia                                             28,604
                                                            -----------
               FRANCE - 6.1% (a)
               COMMON STOCKS
       425     Accor                                             50,495
       160     Carrefour                                         93,969
        70     Castorama Dubois                                  11,352
       175     Chargeurs                                         36,001
       580     Cie de St. Gobain                                 69,148
       140     Credit Local De France                            11,082
     1,210     Eaux Cie Generale                                112,461
       275     Ecco                                              42,627
       200     GTM Entrepose                                     12,965
       470     Lafarge Coppee                                    31,150
       400     Lapeyre                                           20,090
       180     Legrand                                           30,110
        60     L'Oreal                                           14,662
       100     Peugeot                                           13,026
       220     Pinault Printemps Redoute                         47,688
       350     Poliet                                            27,484
       200     Primagaz                                          15,533
       100     Rexel                                             16,155
       200     Sanofi                                            12,756
       500     Societe Nationale Elf Aquitaine                   34,048
        70     Sodexho                                           18,137
       720     Television Francaise                              74,354
       600     Total                                             37,079
     1,000     Valeo                                             45,173
                                                            -----------
               Total France                                     877,545
                                                            -----------
               GERMANY - 4.2% (a)
               COMMON STOCKS
        10     Allianz Holdings                                   9,697
        40     Allianz Holdings, Warrants,
                  Expiring 3/29/1996                             74,027     (b)
        30     Altana                                            17,445
       190     Bayer                                             50,537
        50     Bilfinger & Berger                                18,400
        30     Buderas                                           12,873
       840     Deutsche Bank                                     37,996
       162     Gehe                                              79,527
        50     Hoechst                                           13,132
       100     Hornbach Baumarkt                                  5,044
       170     Mannesmann                                        55,954
       260     Praktiker Bau und Heimwerker
                  Markte                                          8,220     (b)
       350     Rhon Klinikum                                     32,822
       350     Rhon Klinikum, Stock Rights,
                  Expiring 11/13/1995                             6,714     (b)
       642     Schering                                          44,789
     1,210     Veba                                              49,677
       110     Veba International Finance,
                  Warrants, Expiring 4/6/1998                    15,669     (b)
        70     Volkswagen                                        22,055
                                                            -----------
                                                                554,578
                                                            -----------
               PREFERRED STOCKS
       110     Fielmann                                           6,056
        20     Hornbach                                          20,105
        40     Krones                                            14,322
                                                            -----------
                                                                 40,483
                                                            -----------
               Total Germany                                    595,061
                                                            -----------
               HONG KONG - 2.9% (a)
               COMMON STOCKS
    28,000     First Pacific                                     32,231
     9,000     Guangdong Investments                              5,296
   128,000     Guangzhou Investment                              26,323
    10,000     Guoco Group                                       46,303
    41,786     Hong Kong Land Holdings                           75,215
    18,000     Hutchison Whampoa                                 99,176
     6,000     Swire Pacific "A"                                 45,010
    26,000     Wharf Holdings                                    87,769
                                                            -----------
               Total Hong Kong                                  417,323
                                                            -----------
               ITALY - 1.5% (a)
               COMMON STOCKS
     2,200     Assicurazioni Generali                            51,274
     9,000     Banca Fideuram                                     9,598
     1,000     Danieli & Company                                  2,760
     1,000     Imi                                                5,464
     5,000     Istituto Naz Delle
                  Assicurazioni                                   6,572
     4,000     Italgas                                           10,640
     1,000     Rinascente                                         5,928
     1,000     Sasib                                              4,429
     3,000     Sasib Di Risp                                      7,434
     2,000     SME Meridonale Di                                  4,398
    11,000     Stet                                              31,157
     6,000     Stet Di Risp                                      13,080
    19,000     Telecom Italia                                    28,846
     8,000     Telecom Italia Di Risp                             9,435
    14,000     Telecom Italia Mobile                             23,494     (b)
     1,000     Unicem                                             6,274
                                                            -----------
               Total Italy                                      220,783
                                                            -----------
               JAPAN - 21.4% (a)
               COMMON STOCKS
     2,000     Alps Electric                                     20,529
     4,000     Amada                                             39,885
     5,000     Canon                                             85,537
     2,000     Citizen Watch Company                             13,705
     4,000     Dai Nippon Screen
                  Manufacturing                                  35,740
     1,000     Daifuku                                           11,926
     4,000     Daiichi Phamaceutical                             55,917
     5,000     Daiwa House                                       74,784
        12     East Japan Railway                                56,660
     1,000     Fanuc                                             43,306
     7,000     Hitachi                                           71,851
     6,000     Hitachi Zosen                                     29,503
     2,000     Honda Motor Company                               34,801
     2,000     Inax                                              18,026
     2,000     Ishihara Sangyo                                    5,944
     2,000     Ito-Yokado                                       109,292
     2,000     Kokuyo                                            43,013
     5,000     Komatsu                                           39,103
     2,000     Komori                                            47,314
     4,000     Kumagai Gumi                                      15,328
     4,000     Kuraray                                           39,494
     2,000     Kyocera                                          163,840
     3,000     Makita                                            46,630
     4,000     Marui                                             69,212
     4,000     Matsushita Electric Industries                    56,699
     3,000     Mitsubishi                                        33,139
    12,000     Mitsubishi Heavy Industries                       92,556
     3,000     Mitsubishi Paper                                  18,241
    20,000     Mitsui Fudosan                                   228,750
     2,000     Mitsui Petrochemical Industries                   15,856
     1,000     Murata Manufacturing                              35,095
     1,000     National House                                    17,010
     6,000     NEC                                               79,183
     5,000     Nippon Denso                                      91,402
     1,000     Nippon Hodo                                       15,543
    24,000     Nippon Steel                                      79,535
     4,000     Nomura Securities                                 73,122
     2,000     Pioneer Electronic                                30,696
     1,000     Sangetsu                                          22,680
     3,000     Sankyo                                            65,986
     6,000     Sekisui Chemical                                  78,010
     4,000     Sekisui House                                     46,141
    18,000     Sharp                                            249,866
     2,000     Shinetsu Chemical                                 40,862
     2,000     Sony                                              89,936
     8,000     Sumitomo                                          72,731
     7,000     Sumitomo Electric                                 80,747
     3,000     Sumitomo Forestry                                 42,231
     1,000     TDK                                               51,518
     7,000     Teijin                                            32,093
     2,000     Tokio Marine & Fire Insurance                     20,529
     1,000     Tokyo Electronics                                 43,404
     2,000     Tokyo Steel Manufacturing                         37,147
     2,000     Toppan Printing                                   26,394
     1,000     Yurtec                                            18,183
                                                            -----------
               Total Japan                                    3,056,625
                                                            -----------
               MALAYSIA - 2.5% (a)
               COMMON STOCKS
    31,000     Affin Holdings                                    58,560
     7,000     Affin Holdings, Warrants,
                  Expiring 11/15/1999                             4,435     (b)
     8,000     Aokam Perdana                                     13,412
     5,000     Commerce Asset Holdings                           13,577     (b)
    18,000     MBF Capital                                       17,001
    30,000     Multi-Purpose Holdings                            40,142
    29,000     Renong                                            44,282
    27,000     Technology Resources
                  Industries                                     68,536
    16,000     United Engineers                                  99,488
                                                            -----------
               Total Malaysia                                   359,433
                                                            -----------
               MEXICO - 1.4% (a)
               COMMON STOCKS
     2,850     Cemex "B"                                          8,800
    30,610     Cifra ADR (USD)                                   32,906
     2,080     Gruma "B"                                          6,131
    10,129     Grupo Embotellador de Mexico                      18,339
     4,740     Grupo Financiero Banamex "C"                       8,116
    11,810     Grupo Industrial Maseca                            7,359
     1,000     Grupo Modelo "C"                                   3,804
     3,650     Grupo Sidek "B"                                    1,732
     1,200     Grupo Televisa GDS (USD)                          20,550
       890     Kimberly-Clark Mexico
                  (Class A)                                      11,617
       500     Panamerican Beverages
                  ADR (USD)                                      13,688
     1,850     Telefonos de Mexico
                  ADS (USD)                                      50,875
     5,200     Tolmex "B"                                        19,523
                                                            -----------
               Total Mexico                                     203,440
                                                            -----------
               NETHERLANDS - 8.1% (a)
               COMMON STOCKS
       840     ABN Amro                                          35,297
       660     Ahold                                             25,015
       137     Akzo                                              15,603
     1,300     CSM                                               54,215
    16,870     Elsevier                                         218,119
       560     Fortis AMEV                                       35,173
       290     Hagemeyer                                         14,447
     1,250     International Nederland Groep                     74,550
       861     Koninklijke PTT Nederland                         30,286
       250     Nutricia                                          19,410
     1,540     Polygram                                          96,140
     1,410     Royal Dutch Petroleum                            175,066
       600     Unilever                                          78,603
     3,135     Wolters Kluwer                                   285,325
                                                            -----------
               Total Netherlands                              1,157,249
                                                            -----------
               NEW ZEALAND - 0.6% (a)
               COMMON STOCKS
     6,000     Carter Holt Harvey                                14,337
     3,000     Fernz                                              8,872
     4,000     Fletcher Challenge                                10,588
     9,000     Fletcher Challenge,
                  Forests Division                               12,417
    11,000     Telecom Corporation of
               New Zealand                                       45,673
                                                            -----------
               Total New Zealand                                 91,887
                                                            -----------
               NORWAY - 1.3% (a)
               COMMON STOCKS
       370     Bergesen "A"                                       7,665
       460     Kvaerner Industier "A"                            19,354
     2,040     Norsk Hydro                                       81,246
     1,310     Orkla "A"                                         67,740
       580     Saga Petroleum "B"                                 6,986
                                                            -----------
               Total Norway                                     182,991
                                                            -----------
               PORTUGAL - 0.2% (a)
               COMMON STOCKS
       620     Jeronimo Martins                                  33,008
                                                            -----------
               SINGAPORE - 2.1% (a)
               COMMON STOCKS
    10,000     DBS Land                                          29,582
     1,000     Development Bank of
                  Singapore                                      11,465
     3,000     Far East Levingston
                  Shipbuilding                                   12,951
     3,000     Jurong Shipyard                                   19,957
     1,000     Keppel                                             8,209
     7,000     Neptune Orient Lines                               7,679
     4,000     Overseas Union Bank                               24,911
     3,000     Overseas Union Enterprises                        15,924
     3,000     Sembawang                                         14,543
     3,000     Singapore Airlines                                27,813
     5,000     Singapore Land                                    27,955
     2,000     Singapore Press                                   31,281
    13,000     United Industrial                                 11,592
     6,000     United Overseas Bank                              52,654
     2,000     United Overseas Bank,
                  Warrants, Expiring
                  6/17/97                                         7,572     (b)
                                                            -----------
               Total Singapore                                  304,088
                                                            -----------
               SPAIN - 2.0% (a)
               COMMON STOCKS
       120     Banco Popular Espanol                             19,063
       730     Banco Santander                                   31,818
     1,930     Centros Commerciales Pryca                        41,113
     1,260     Empresa Nacional de
                  Electridad                                     62,662
       190     Fomento de Construcciones y
                  Contra                                         13,418
       300     Gas Natural                                       41,145
     3,130     Iberdrola                                         23,593
     1,250     Repsol                                            37,329
     1,910     Sevillana De Electricidad                         12,613
                                                            -----------
               Total Spain                                      282,754
                                                            -----------
               SWEDEN - 1.9% (a)
               COMMON STOCKS
       270     Asea "A"                                          27,038
     2,710     Astra AB "B"                                      97,943
     1,540     Atlas Copco "B"                                   23,307
       960     Electrolux "B"                                    41,056
       320     Esselte "B"                                        4,698
       340     Hennes & Mauritz "B"                              22,221
       320     Sandvik "A"                                        5,999
     1,800     Sandvik "B"                                       33,882
       430     Scribona "B"                                       4,241
     1,110     Stora Kopparberg "B"                              13,456
                                                            -----------
               Total Sweden                                     273,841
                                                            -----------
               SWITZERLAND - 4.0% (a)
               COMMON STOCKS
       110     BBC Brown Boveri                                 127,605
        40     Ciba Geigy                                        34,634
       270     CS Holding                                        27,587
        95     Nestle                                            99,577
        16     Roche Holdings                                   116,269
        70     Sandoz                                            57,773
       115     Schweizerisch Bankverein                          47,203
        40     Schweizerische
                  Bankgesellschaft                               43,336
                                                            -----------
               Total Switzerland                                553,984
                                                            -----------
               THAILAND - 0.9% (a)
               COMMON STOCKS
     1,200     Advanced Information Service                      18,502
     2,200     Bangkok Bank                                      22,730
     2,700     Bank of Ayudhya                                   15,557
       400     Land & House                                       6,453
       300     Siam Cement                                       16,356
     2,000     Siam Commercial Bank                              23,366
     1,500     Thai Farmers Bank                                 12,398
     1,000     Total Access
                  Communication (USD)                             6,050     (b)
       800     United Communications                             10,046
                                                            -----------
               Total Thailand                                   131,458
                                                            -----------
               UNITED KINGDOM - 12.9% (a)
               COMMON STOCKS
    10,000     Abbey National                                    84,664
     7,900     Argos                                             63,824
               UNITED KINGDOM - (continued)
               COMMON STOCKS (continued)
     9,000     Argyll Group                                      45,747
    25,000     Asda Group                                        40,514
     2,000     BAA                                               15,557
     6,000     British Gas                                       22,862
     4,000     British Petroleum                                 29,407
    10,100     Cable & Wireless                                  65,949
     8,400     Cadbury Schweppes                                 69,391
    13,000     Caradon                                           40,696
     5,000     Coats Viyella                                     14,783
     4,000     Compass Group                                     27,194
     4,600     East Midlands Electricity                         63,164
     5,500     Glaxo Wellcome                                    74,174
    11,000     Grand Metropolitan                                76,174
     1,000     Heath                                              2,561
     2,000     Heywood Williams Group                             6,593
     5,000     Hillsdown Holdings                                13,241
     4,000     John Laing                                        14,292
     9,000     Kingfischer                                       67,660
     7,000     Ladbroke Group                                    18,371
     5,000     London Electricity                                71,304
    16,000     National Westminster Bank                        159,747
     8,000     Rank Organisation                                 53,249
    10,000     Reed International                               152,095
     4,000     Rolls Royce                                        9,739
     3,800     RTZ                                               52,629
     4,000     Sears                                              6,419
     8,000     Shell Transport & Trading                         93,597
    15,000     SmithKline Beecham,
                  equity units                                  153,676
     3,000     Smith Holdings                                    27,320
     9,000     T & N                                             20,419
     7,000     Tesco                                             33,201
    20,000     Tomkins                                           78,893
     7,500     United News & Media                               61,542
                                                            -----------
               Total United Kingdom                           1,830,648
                                                            -----------
               SHORT-TERM
               SECURITIES - 20.0% (a)
 2,850,000     Federal Home Loan Mortgage
                  Discount Notes,
                  5.85% Due 11/1/95                           2,850,000
                                                            -----------
                  Total Investments                         $14,273,945     (c,d)
                                                            ===========

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total investments of
the Lutheran Brotherhood World Growth Fund.
(b) Currently non-income producing.
(c) Security Classification:
                               % of Portfolio        Cost                   Value
                               --------------     ------------           -----------
<S>                               <C>              <C>                    <C>
Common Stocks &
Warrants                          79.6%            $11,501,558           $11,370,833
Preferred Stocks                   0.4                  56,103                53,112
Short-Term                        20.0               2,850,000             2,850,000
                                 -----             -----------           -----------
Total Investments                100.0%            $14,407,661           $14,273,945
                                 =====             ===========           ===========

(d) At October 31, 1995, the aggregate cost of securities for federal income tax
purposes was $14,409,323 and the net unrealized
depreciation of investments based on that cost was $135,378 which is comprised of
$179,710 aggregate gross unrealized appreciation and $315,088 aggregate gross
unrealized depreciation.
(e) Miscellaneous abbreviations:
(ADR) - American Depository Receipts
(ADS) - American Depository Shares
(HKD) - Denominated in Hong Kong Dollars
(USD) - Denominated in U.S. Dollars

The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
Lutheran Brotherhood Fund
Portfolio of Investments
October 31, 1995

   Shares                                                   Value
- -----------                                              ------------
<S>           <C>                                        <C>             <C>
              COMMON STOCKS - 98.5% (a)
              Aerospace - 1.9%
   187,700    Boeing Co                                  $ 12,317,812
                                                         ------------
              Airlines - 0.8%
   240,000    Southwest Airlines Co                         4,800,000
                                                         ------------
              Automotive - 1.8%
   270,000    General Motors Corp                          11,812,500
                                                         ------------
              Bank & Finance - 11.7%
   153,750    American International
              Group, Inc                                   12,972,656
   355,000    Banc One Corp                                11,981,250
   121,900    Federal National
                 Mortgage Association                      12,784,263
   124,000    First Bank System, Inc                        6,169,000
   100,000    First Interstate Bancorp                     12,900,000
    66,000    Morgan Stanley Group, Inc                     5,742,000
   158,000    Morgan (J.P.) and Co., Inc                   12,185,750
                                                         ------------
                                                           74,734,919
              Broadcasting - 2.8%
    54,000    Capital Cities/ABC, Inc                       6,405,750    (b)
    80,000    Infinity Broadcasting
                 Corp., Class A                             2,600,000    (c)
   341,000    Tele-Communications, Inc.,
              TCI Group, Series A                           5,797,000
   129,000    Tele-Communications, Inc.,
                 Liberty Media Group,
                 Series A                                   3,176,625    (c)
                                                         ------------
                                                           17,979,375
              Chemicals - 1.9%
   235,000    Air Products &
                 Chemicals, Inc                            12,131,875
                                                         ------------
              Computer Software - 5.3%
    50,000    America Online, Inc                           4,000,000    (c)
   106,000    Autodesk, Inc                                 3,604,000
   120,000    Computer Associates
                 International, Inc                         6,600,000
   128,000    Microsoft Corp                               12,800,000    (c)
   165,000    Oracle Systems Corp                           7,198,125    (c)
                                                         ------------
                                                           34,202,125
              Computers & Office
              Equipment - 5.5%
   135,600    Compaq Computer Corp                          7,559,700    (c)
    70,000    Digital Equipment Corp                        3,788,750    (c)
   133,000    International Business
                 Machines                                  12,934,250
   136,900    Silicon Graphics, Inc                         4,551,925    (c)
    49,000    Xerox Corp                                    6,357,750
                                                         ------------
                                                           35,192,375
              Drugs & Health Care - 7.2%
   308,000    Abbott Laboratories                          12,243,000
    88,200    Amgen, Inc                                    4,233,600    (c)
   200,000    Becton Dickinson & Co                        13,000,000
   222,000    Merck & Co., Inc                             12,765,000
    68,300    St. Jude Medical, Inc                         3,636,975    (c)
                                                         ------------
                                                           45,878,575
              Electric Utilities - 2.1%
   100,000    FPL Group, Inc                                4,187,500    (b)
   385,000    Southern Co                                   9,191,875
                                                         ------------
                                                           13,379,375
              Electrical Equipment - 2.0%
   200,000    General Electric Co                          12,650,000
                                                         ------------
              Electronics - 6.7%
   100,000    Cypress Semiconductor Corp                    3,525,000    (c)
   287,000    Intel Corp                                   20,054,125
   100,000    Lam Research Corp                             6,087,500    (c)
   200,000    Motorola, Inc                                13,125,000
                                                         ------------
                                                           42,791,625
              Food & Beverage - 4.0%
   176,400    Coca-Cola Co                                 12,678,750
    44,500    Salomon, Inc.,
                 (Snapple, Inc., Equity-Linked
                 Security)                                    667,500
   422,000    Sara Lee Corp                                12,396,250    (b)
                                                         ------------
                                                           25,742,500
              Healthcare
              Management - 2.1%
   253,000    United Healthcare Corp                       13,440,625
                                                         ------------
              Household Products - 4.1%
   261,600    Gillette Co                                  12,654,900
   165,000    Procter & Gamble                             13,365,000
                                                         ------------
                                                           26,019,900
              Leisure & Entertainment - 1.8%
   115,000    Disney (Walt) Co                              6,626,875
   100,000    Viacom, Inc., Class B                         5,000,000    (c)
                                                         ------------
                                                           11,626,875
              Machinery &
              Equipment - 4.0%
   251,000    Caterpillar, Inc                             14,087,375
   333,000    Ingersoll Rand Co                            11,779,875    (b)
                                                         ------------
                                                           25,867,250
              Mining & Metals - 2.6%
   264,000    Phelps Dodge Corp                            16,731,000
                                                         ------------
              Oil & Oil Service - 7.9%
   189,000    Amoco Corp                                   12,072,375
   260,000    Chevron Corp                                 12,155,000
   307,000    Halliburton Co                               12,740,500
   133,000    Mobil Corp                                   13,399,750    (b)
                                                         ------------
                                                           50,367,625
              Paper &
              Forest Products - 4.6%
   333,000    International Paper Co                       12,321,000
   388,500    Weyerhaeuser Co                              17,142,562
                                                         ------------
                                                           29,463,562
              Railroads - 1.9%
   143,000    CSX Corp                                     11,976,250    (b)
                                                         ------------
              Restaurants - 2.0%
   309,000    McDonald's Corp                              12,669,000
                                                         ------------
              Retail - 3.8%
   125,000    Federated
                 Department Stores                          3,171,875    (c)
    85,000    Gap, Inc                                      3,346,875
    30,400    Intimate Brands, Inc                            509,200    (c)
   145,000    May Department Stores Co                      5,691,250
   530,000    Wal-Mart Stores, Inc                         11,461,250
                                                         ------------
                                                           24,180,450
              Services - 3.2%
    92,000    Automatic Data Processing, Inc                6,578,000
    20,000    DST Systems, Inc                                420,000    (c)
   197,488    First Data Corp                              13,058,894
                                                         ------------
                                                           20,056,894
              Telecommunications
              Equipment - 0.5%
    81,600    DSC Communications Corp                       3,019,200    (c)
                                                         ------------
              Telephone &
              Telecommunications - 6.3%
   242,200    Ameritech Corp                               13,078,800
   203,000    AT&T Corp                                    12,992,000
    52,500    NEXTEL
                 Communications, Inc                          728,438    (c)
    12,100    Paging Network, Inc                             278,300    (c)
   240,000    SBC Communications, Inc                      13,410,000
                                                         ------------
                                                           40,487,538
              Total Common Stocks
                 (cost $543,979,616)                      629,519,225
                                                         ------------
              U.S. Treasury - 0.3% (a)
 2,000,000    U.S. Treasury Notes,
                 8.75%, due 10/15/1997
                 (cost $2,028,653)                          2,115,000
                                                         ------------
              SHORT-TERM
              SECURITIES - 1.2% (a)
              Commercial Paper
 4,300,000    Harvard University
                 5.88%, due 11/1/95                         4,300,000
 3,600,000    Koch Industries
                 5.88%, due 11/1/95                         3,600,000
                                                         ------------
              Total Short-Term Securities
                 (at amortized cost)                        7,900,000
                                                         ------------
              Total Investments
                 (cost $553,908,269)                     $639,534,225    (d)
                                                         ============

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total
investments of the Lutheran Brotherhood Fund.
(b) Includes stock rights that automatically traded with the stock and had no
separate value at October 31, 1995.
(c) Currently non-income producing.
(d) At October 31, 1995, the aggregate cost of securities for federal income
tax purposes was $555,097,495 and the net unrealized appreciation of
investments based on that cost was $84,436,730 which is comprised of
$91,869,020 aggregate gross unrealized appreciation and $7,432,290 aggregate
gross unrealized depreciation.

The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
Lutheran Brotherhood High Yield Fund
Portfolio of Investments
October 31, 1995
 Principal                                                                                Maturity
  Amount                                                                        Rate         Date          Value
- -----------                                                                   ---------    ----------    -----------
<S>           <C>                                                               <C>           <C>        <C>
              CORPORATE BONDS - 77.5% (a)
              Airlines - 0.8%
$4,500,000    U.S. Air, Inc., Sr. Secured Equipment Trust, Series 1993-A-3        10.38%       3/1/13    $ 4,365,000
                                                                                                         -----------
              Automotive - 1.1%
 6,000,000    Exide Corp., Sr. Notes                                              10.00%      4/15/05      6,465,000
                                                                                                         -----------
              Bank & Finance - 4.6%
 1,800,000    American Life Holding Corp., Sr. Subordinated Notes                 11.25%      9/15/04    1,881,000
 1,500,000    First Nationwide Holdings, Inc., Sr. Notes                          12.25%      5/15/01    1,680,000
 7,950,000    GPA Delaware, Inc., Debentures                                      8.75%      12/15/98    7,075,500
 7,000,000    Mutual Life Insurance Company of New York, Surplus Notes         Zero Coupon    8/15/24    5,530,000
 2,750,000    Scotsman Group, Inc., Sr. Secured Notes                             9.50%      12/15/00    2,722,500
 2,600,000    Terra Nova (U.K.) Holdings, plc, Sr. Notes                          10.75%       7/1/05    2,814,500
 5,250,000    Trizec Finance, Ltd., Sr. Notes                                     10.88%     10/15/05    5,302,500
                                                                                                         -----------
                                                                                                          27,006,000
                                                                                                         -----------
              Broadcasting - 21.4%
 3,250,000    Adelphia Communications Corp., Sr. Debentures                       11.88%      9/15/04      3,136,250
 1,250,000    Adelphia Communications Corp., Sr. Notes                            12.50%      5/15/02      1,243,750
 2,650,000    Allbritton Communications Co., Sr. Subordinated Debentures          11.50%      8/15/04      2,825,562
 5,075,424    American Telecasting, Inc., Sr. Discount Notes                   Zero Coupon    6/15/04      3,311,714
 3,900,000    American Telecasting, Inc., Units                                Zero Coupon    8/15/05      2,213,250
 7,300,000    Australis Media, Ltd., Sr. Subordinated Discount Notes           Zero Coupon    5/15/03      5,292,500
 5,100,000    Cablevision Industries, Debentures                                  9.25%        4/1/08      5,457,000
 1,250,000    Comcast Corp., Convertible Subordinated Debentures                  3.38%        9/9/05      1,200,000
 5,250,000    Comcast Corp., Sr. Subordinated Debentures                          9.13%      10/15/06      5,381,250
 3,000,000    Continental Cablevision, Inc., Sr. Debentures                       9.50%        8/1/13      3,165,000
 5,500,000    Continental Cablevision, Inc., Sr. Subordinated Debentures          11.00%       6/1/07      6,153,125
 4,750,000    Diamond Cable Co., Sr. Discount Notes                            Zero Coupon    9/30/04      3,253,750
 5,998,839    Falcon Holdings Group, L.P., Sr. Subordinated Notes                 11.00%      9/15/03      5,788,879
 2,500,000    Galaxy Telecom, L.P., Sr. Subordinated Notes                        12.38%      10/1/05      2,496,875
 4,500,000    Granite Broadcasting Corp., Sr. Subordinated Debentures             12.75%       9/1/02      5,017,500
 5,000,000    International CabelTel, Inc., Sr. Notes                          Zero Coupon    4/15/05      3,068,750
 4,250,000    International CableTel, Inc., Convertible Subordinated Notes        7.25%       4/15/05      4,940,625
 4,500,000    Jones Intercable, Inc., Sr. Notes                                   9.63%       3/15/02      4,753,125
 8,250,000    Marcus Cable Co., Sr. Discount Notes                             Zero Coupon   12/15/05      4,908,750
 5,200,000    NWCG Holdings Corp., Sr. Secured Discount Notes                  Zero Coupon    6/15/99      3,510,000
 7,750,000    People's Choice T.V. Corp., Sr. Discount Notes                   Zero Coupon     6/1/04      4,369,062
 8,250,000    Robin Media Group, Sr. Subordinated Deferred Interest Bonds         11.13%       4/1/97      8,167,500
 4,500,000    Rogers Cablesystems, Inc., Sr. Secured Second Priority Notes        9.63%        8/1/02      4,601,250
 6,000,000    Rogers Communications, Inc., Convertible Debentures                 2.00%      11/26/05      3,067,500
   900,000    Rogers Communications, Inc., Convertible Liquid Yield
                 Option Notes                                                  Zero Coupon    5/20/13        318,375
 5,700,000    SCI Television, Inc., Sr. Second Priority Secured Notes             11.00%      6/30/05      6,056,250
 5,000,000    Scott Cable Communications, Inc., Subordinated Debentures           12.25%      4/15/01      3,550,000    (c)
 6,400,000    TeleWest, plc, Sr. Discount Debentures                           Zero Coupon    10/1/07      3,776,000
 9,600,000    United International Holdings, Inc., Sr. Discount Notes          Zero Coupon   11/15/99      5,832,000
 3,700,000    Videotron, Ltee. (Le Groupe), Sr. Notes                             10.63%      2/15/05      3,954,375
 3,100,000    Wireless One, Inc., Units                                           13.00%     10/15/03      3,216,250
                                                                                                         -----------
                                                                                                         124,026,217
                                                                                                         -----------
              Building Products & Materials - 1.1%
 8,500,000    Dal-Tile International, Inc., Sr. Secured Notes                  Zero Coupon    7/15/98      6,502,500
                                                                                                         -----------
              Computers & Office Equipment - 1.6%
 4,750,000    Bell & Howell, Inc., Sr. Discount Debentures                     Zero Coupon     3/1/05      2,992,500
 3,600,000    Dictaphone Corp., Sr. Subordinated Notes                            11.75%       8/1/05      3,600,000
 3,600,000    Unisys Corp., Convertible Subordinated Notes                        8.25%        8/1/00      2,970,000
                                                                                                         -----------
                                                                                                           9,562,500
                                                                                                         -----------
              Conglomerates - 0.5%
   500,000    Jordan Industries, Inc., Sr. Notes                                  10.38%       8/1/03        460,000
 4,250,000    Jordan Industries, Inc., Sr. Subordinated Discount Debentures    Zero Coupon     8/1/05      2,571,250
                                                                                                         -----------
                                                                                                           3,031,250
                                                                                                         -----------
              Construction & Home Building - 0.4%
 2,500,000    Peters (J.M.) Co., Inc., Sr. Notes                                  12.75%       5/1/02      2,287,500
                                                                                                         -----------
              Containers & Packaging - 0.9%
 3,300,000    Owens-Illinois, Inc., Sr. Subordinated Notes                        9.75%       8/15/04      3,456,750
 2,050,000    Silgan Holdings, Inc., Sr. Discount Debentures                   Zero Coupon   12/15/02      1,942,375
                                                                                                         -----------
                                                                                                           5,399,125
                                                                                                         -----------
              Drugs & Health Care - 1.7%
 5,600,000    Dade International, Inc., Sr. Subordinated Notes                    13.00%       2/1/05      6,132,000
 3,775,800    General Medical Corp., Payment-In-Kind Debentures                   12.13%      8/15/05      3,983,469
                                                                                                         -----------
                                                                                                          10,115,469
                                                                                                         -----------
              Electric Utilities - 1.9%
 2,000,000    El Paso Electric Co. (Del Norte Funding Corp.),
                 Secured Lease Obligation Bonds                                   11.25%       1/2/14      1,267,108    (c)
 1,500,000    El Paso Electric Co. (El Paso Funding Corp.),
                 Lease Obligation Bonds                                           10.75%       4/1/13        950,385    (c)
 4,450,000    El Paso Electric Co. (El Paso Funding Corp.),
                 Lease Obligation Bonds                                           10.38%       1/2/11      2,819,497    (c)
 1,750,000    Midland Cogen Venture Fund II, Secured Lease
                 Obligation Bonds, Series A                                       11.75%      7/23/05      1,855,473
 3,600,000    Midland Cogen Venture Fund II, Subordinated
                 Secured Lease Obligation Bonds                                   13.25%      7/23/06      3,978,641
                                                                                                         -----------
                                                                                                          10,871,104
                                                                                                         -----------
              Electrical Equipment - 1.6%
 2,650,000    ADT Operations, Inc., Liquid Yield Option Notes                  Zero Coupon     7/6/10      1,192,500
 6,050,000    Protection One Alarm Monitoring, Inc.,
                 Sr. Subordinated Discount Notes                               Zero Coupon    6/30/05      4,310,625
 3,750,000    Telex Communications, Inc., Sr. Notes                               12.00%      7/15/04      3,881,250
                                                                                                         -----------
                                                                                                           9,384,375
                                                                                                         -----------
              Food & Beverage - 2.6%
 5,000,000    Curtice-Burns Food, Inc., Sr. Subordinated Notes                    12.25%       2/1/05      5,225,000
 3,000,000    Dr. Pepper Bottling Holdings, Sr. Notes                          Zero Coupon    2/15/03      2,377,500
 5,300,000    Fresh Del Monte Corp., Sr. Notes                                    10.00%       5/1/03      4,425,500
 6,400,000    Specialty Foods Acquisition Co.,
              Sr. Secured Discount Debentures, Series B                        Zero Coupon    8/15/05      2,880,000
                                                                                                         -----------
                                                                                                          14,908,000
                                                                                                         -----------
              Hospital Management - 3.5%
 3,250,000    Charter Medical Corp., Sr. Subordinated Notes                       11.25%      4/15/04      3,534,375
 3,825,000    Integrated Health Services Inc., Sr. Subordinated Notes             9.63%       5/31/02      3,891,937
 7,150,000    Regency Health Services, Inc., Sr. Subordinated Notes               9.88%      10/15/02      7,141,062
 5,600,000    Tenet Healthcare Corp., Sr. Subordinated Notes                      10.13%       3/1/05      6,019,999
                                                                                                         -----------
                                                                                                          20,587,373
                                                                                                         -----------
              Household Products - 2.0%
18,000,000    Coleman Worldwide Corp.,
                 Convertible Liquid Yield Option Notes                         Zero Coupon    5/27/13      5,445,000
 3,250,000    JB Williams Holdings, Inc., Sr. Notes                               12.00%       3/1/04      3,266,250
 3,000,000    Pace Industries, Inc., Sr. Notes, Series B                          10.63%      12/1/02      2,775,000
                                                                                                         -----------
                                                                                                          11,486,250
                                                                                                         -----------
              Leisure & Entertainment - 1.8%
 2,700,000    Bally's Health & Tennis Corp., Sr. Subordinated Notes               13.00%      1/15/03      2,376,000
 5,000,000    Host Marriott Travel Plazas, Secured Notes                          9.50%       5/15/05      4,925,000
 3,000,000    IMAX Corp., Sr. Notes                                               7.00%        3/1/01      2,902,500
                                                                                                         -----------
                                                                                                          10,203,500
                                                                                                         -----------
              Mining & Metals - 0.4%
 2,500,000    EnviroSource, Inc., Sr. Notes                                       9.75%       6/15/03      2,262,500
                                                                                                         -----------
              Oil & Gas - 3.6%
 4,000,000    Gulf Canada Resources, Ltd., Sr. Subordinated Notes                 9.63%        7/1/05      4,158,996
 6,500,000    Kelley Oil & Gas Corp., Sr. Notes                                   13.50%      6/15/99      5,557,500
   500,000    Petroleum Heat & Power Co., Inc., Subordinated Debentures           9.38%        2/1/06        475,000
 6,400,000    Petroleum Heat & Power Co., Inc., Subordinated Debentures           12.25%       2/1/05      7,072,000
 3,400,000    Sherritt, Inc., Debentures                                          10.50%      3/31/14      3,527,500
                                                                                                         -----------
                                                                                                          20,790,996
                                                                                                         -----------
              Paper & Forest Products - 2.2%
 2,500,000    Container Corp. of America, Sr. Notes                               11.25%       5/1/04      2,643,750
 3,900,000    Gaylord Container Corp., Sr. Subordinated Debentures             Zero Coupon    5/15/05      3,812,250
 3,850,000    Malette, Inc., Sr. Secured Notes                                    12.25%      7/15/04      4,292,750
 2,250,000    Repap New Brunswick, Second Priority Secured Notes                  10.63%      4/15/05      2,306,250
                                                                                                         -----------
                                                                                                          13,055,000
                                                                                                         -----------
              Publishing & Printing - 2.6%
 2,500,000    K-III Communications Corp., Sr. Notes                               10.25%       6/1/04      2,668,750
 9,250,000    Neodata Services, Inc., Sr. Notes                                Zero Coupon     5/1/03      8,232,500
 3,500,000    News America Holdings, Inc., Convertible Liquid Yield
                 Option Notes                                                  Zero Coupon    3/11/13      1,553,125
   750,000    News America Holdings, Inc., Subordinated Notes                  Zero Coupon    3/31/02        663,750
 2,000,000    Sullivan Graphics, Inc., Sr. Subordinated Notes                     12.75%       8/1/05      1,970,000
                                                                                                         -----------
                                                                                                          15,088,125
                                                                                                         -----------
              Retail - 6.8%
 4,850,000    Di Giorgio Corp., Sr. Notes                                         12.00%      2/15/03      3,746,625
 5,400,000    Dominick's Finer Foods, Sr. Subordinated Notes                      10.88%       5/1/05      5,710,500
 2,250,000    F & M Distributors, Inc., Sr. Subordinated Notes                    11.50%      4/15/03         78,750    (c)
 4,750,000    Farm Fresh, Inc., Sr. Notes                                         12.25%      10/1/00      3,942,500
 1,500,000    Penn Traffic Co., Sr. Subordinated Debentures                       9.63%       4/15/05      1,085,625
 2,200,000    Purity Supreme, Notes, Series B                                     11.75%       8/1/99      2,400,750
 8,500,000    Ralph's Supermarkets, Inc., Sr. Subordinated Notes                  11.00%      6/15/05      8,287,500
 4,500,000    Smitty's SuperValu, Inc., Sr. Subordinated Notes, Series B          12.75%      6/15/04      4,387,500
 8,800,000    TLC Beatrice International Holdings, Sr. Secured Notes              11.50%      10/1/05      8,756,000
 5,000,000    Wherehouse Entertainment, Inc., Sr. Subordinated Notes              13.00%       8/1/02      1,025,000    (c)
                                                                                                         -----------
                                                                                                          39,420,750
                                                                                                         -----------
              Services - 0.5%
   750,000    Flagstar Corp., Sr. Subordinated Debentures                         11.38%      9/15/03        558,750
 2,950,000    Flagstar Corp., Sr. Subordinated Debentures                         11.25%      11/1/04      2,153,500
                                                                                                         -----------
                                                                                                           2,712,250
                                                                                                         -----------
              Telecommunications - 13.8%
 4,600,000    A+ Communications Inc., Sr. Suboridinated Notes                     11.88%      11/1/05      4,634,500
 7,300,000    Call-Net Enterprises, Inc., Sr. Discount Notes                   Zero Coupon    12/1/04      5,164,750
 3,900,000    CenCall Communications Corp.,
                 Sr. Redeemable Discount Notes                                 Zero Coupon    1/15/04      2,076,750
 2,100,000    Comcast Cellular, Inc., Sr.
                 Participation Redeemable Notes, Series B                      Zero Coupon     3/5/00      1,606,500
 5,250,000    Comcast Cellular, Inc., Sr. Redeemable Notes                     Zero Coupon     3/5/00      4,016,250
 1,500,000    Dial Call Communications, Inc., Sr. Discount Notes               Zero Coupon    4/15/04        802,500
 3,850,000    Dial Call Communications, Inc., Sr. Discount Notes               Zero Coupon   12/15/05      1,896,125
 3,250,000    General Instrument, Convertible Jr. Subordinated Notes              5.00%       6/15/00      3,282,500
 6,100,000    Horizon Cellular Telephone Co.,
                 Sr. Subordinated Discount Notes                               Zero Coupon    10/1/00      5,215,500
 6,900,000    In-Flight Phone Corp., Unit Debentures                           Zero Coupon    5/15/02      2,932,500
 9,000,000    IntelCom Group (U.S.A.), Inc., Unit Notes                        Zero Coupon    9/15/05      5,085,000
 7,000,000    Intermedia Communications of FL, Sr. Notes                          13.50%       6/1/05      7,665,000
 7,250,000    IXC Communications, Inc., Sr. Notes, Series A                       13.00%      10/1/05      7,413,125
 5,250,000    MobileMedia Communications, Inc., Sr. Subordinated
                 Deferred Coupon Notes                                         Zero Coupon    12/1/03      3,937,500
 8,500,000    PageMart Nationwide, Inc., Sr. Discount Exchange Notes           Zero Coupon     2/1/05      5,312,500
 5,000,000    Rogers Cantel Mobile, Inc., Sr. Subordinated Notes                  11.13%      7/15/02      5,287,500
 2,150,000    USA Mobile Communications, Inc., Sr. Notes                          14.00%      11/1/04      2,483,250
 2,250,000    USA Mobile Communications, Inc., Sr. Notes                          9.50%        2/1/04      2,160,000
 8,000,000    Viatel, Inc., Sr. Discount Notes                                 Zero Coupon    1/15/05      4,200,000
     3,200    WinStar Communications, Inc., Units, (each unit consists
                 of $2,000 principal amount of senior discount notes and
                 $1,000 principal amount of convertible senior subordinated
                 discount notes)                                               Zero Coupon   10/15/05      5,008,000
                                                                                                         -----------
                                                                                                          80,179,750
                                                                                                         -----------
              Transportation - 0.1%
 1,950,000    Burlington Motor Holdings, Inc., Sr. Subordinated Notes             11.50%      11/1/03        653,250    (c)
                                                                                                         -----------
              Total Corporate Bonds (cost $448,738,845)                                                  450,363,784
                                                                                                         -----------
              FOREIGN GOVERNMENT BONDS - 0.7% (a,f)
 2,200,000    Argentina, (Republic of), Par Bond                                  5.00%       3/31/23      1,045,000
 5,730,523    Brazil, (Republic of), Emerging Markets (Brady Bonds)               8.00%       4/15/14      2,917,209
                                                                                                         -----------
              Total Foreign Government Bonds (cost $3,794,667)                                             3,962,209
                                                                                                         -----------
              PREFERRED STOCKS - 11.6% (a)
    48,101    Berg Electronics Holding Corp., Preferred Stock                                              1,382,904
    36,000    Cablevision Systems Corp., Redemption Exchange Preferred Stock, Series G                     3,699,000
    32,000    California Federal Bank, Preferred Stock                                                     3,456,000
   117,000    Chevy Chase Savings Bank, Preferred Stock                                                    3,524,625
       270    Communications & Power Industries, Inc., Preferred Units                                     2,889,000
       945    Communications & Power Industries, Inc., Preferred Stock                                        94,500
     5,150    Consolidated Hydro, Inc., Preferred Stock                                                    2,627,788    (b)
    23,500    EnviroSource, Inc., Jr. Convertible Preferred Stock                                          3,137,250    (b)
    42,500    First Nationwide Bank, Noncummulative Preferred Stock                                        4,823,750
   100,000    Flagstar Cos., Convertible Preferred Stock, Series A                                         1,325,000
    45,500    Grand Union Holdings Corp., Preferred Stock                                                          0    (c,d)
   165,000    Granite Broadcasting Corp., Convertible Preferred Stock                                      8,497,500
   196,465    Harvard Industries, Inc., Exchangeable Payment-In-Kind Preferred Stock                       5,353,671
    20,257    K-III Communications Corp., Payment-In-Kind Preferred Stock, Series B                        1,944,665
    93,000    K-III Communications Corp., Preferred Stock                                                  2,522,625
   110,000    MFS Communication, Inc., 8% Cummulative Convertible Preferred Stock                          4,345,000
    87,000    Network Imaging Corp., Convertible Preferred Stock                                           1,402,875
    90,000    Newscorp Overseas Limited, Cummulative Guaranteed Preferred Stock                            2,272,500
     7,172    PanAmSat Corporation, Convertible Preferred Stock                                            7,799,550
    74,942    Riggs National Corp., Preferred Stock                                                        2,126,479
   122,500    River Bank America, Preferred Stock                                                          2,894,063
    16,750    Storage Technology Corp., Convertible Preferred Stock                                          963,125
    25,000    Unisys Corp., Convertible Preferred Stock, Series A                                            687,500
                                                                                                         -----------
              Total Preferred Stocks (cost $66,867,037)                                                   67,769,370
                                                                                                         -----------
              COMMON STOCKS & STOCK WARRANTS - 4.8% (a)
    95,000    ADT Limited, Common Stock                                                                    1,330,000    (b)
    28,000    American Telecasting, Inc., Stock Warrants                                                      91,000    (b)
    32,000    AmeriSource Health Corp., Class A Common Stock                                                 872,000    (b)
    10,700    Arcadian Corp., Stock Warrants                                                               1,177,000    (b,d)
   144,360    Arch Communications Group, Common Stock                                                      3,915,765    (b)
    60,000    Bell & Howell Holdings Co., Common Stock                                                     1,500,000    (b)
    88,600    Berg Electronics Holdings Corp., Common Stock                                                  531,600    (b,d)
   109,948    Charter Medical Corp., Common Stock                                                          1,979,064    (b)
     9,270    Consolidated Hydro, Inc., Stock Warrants                                                        37,080    (b,d)
     1,500    Dial Page Communications, Inc., Stock Warrants                                                   1,875    (b)
     3,086    Dial Page Communications, Inc., Stock Warrants                                                   3,858    (b)
    75,500    Envirotest Systems Corp., Common Stock                                                         273,688    (b)
     6,000    Federated Dept. Stores, Inc., Stock Warrants                                                    15,000    (b)
   152,013    Gaylord Container Corp., Class A Common Stock                                                1,159,099    (b)
   154,623    Gaylord Container Corp., Stock Warrants                                                      1,111,353    (b)
    27,000    General Instrument Corp., Common Stock                                                         513,000    (b)
    14,905    Grand Union Co., Stock Warrants                                                                 14,160    (c)
    29,811    Grand Union Co., Stock Warrants                                                                  4,472    (c)
   100,000    Harvard Industries, Inc., Class B Common Stock                                               2,762,500    (b)
   160,000    IntelCom Group (U.S.A.), Inc., Common Stock                                                  1,740,000    (b)
     7,000    Intermedia Communications of FL, Stock Warrants                                                 70,000    (b)
    22,333    International Cabletel, Inc., Common Stock                                                     591,825    (b)
    32,180    JPS Textiles Group, Common Stock                                                               321,800    (b)
   143,834    Memorex Telex, N.V., Common Stock                                                              125,855    (b)
     3,981    Memorex Telex, N.V., Stock Warrants                                                                 40    (b)
     2,153    MFS Communications Co., Inc., Common Stock                                                      86,927    (b)
    15,000    News Corp., Ltd, ADR, Ordinary Shares, Common Stock                                            273,750
    30,000    News Corp., Ltd, ADR, Preference Shares, Common Stock                                          596,250
    26,250    PageMart Nationwide, Inc., Common Stock                                                        242,813    (b)
    19,200    Payless Cashways, Inc., Stock Warrants                                                           4,800    (b)
   110,000    Plantronics, Inc., Common Stock                                                              3,671,250    (b)
     4,500    Terex Corp., Stock Appreciation Rights                                                             225    (b,d,e)
    20,000    Triangle Wire & Cable, Inc., Stock Warrants                                                          0    (b,d)
    18,200    United International Holdings, Inc., Stock Warrants                                            546,000    (b)
   288,800    Viatel, Inc., Common Stock                                                                   1,155,200    (b,d)
    80,000    Wireless One, Inc., Common Stock                                                               940,000    (b)
                                                                                                         -----------
              Total Common Stocks & Stock Warrants (cost $22,883,404)                                     27,659,249
                                                                                                         -----------
   Principal                                                                                   Maturity
    Amount                                                                         Rate          Date
- --------------                                                                 -----------   -----------
               SHORT -TERM SECURITIES - 5.4% (a)
               Commercial Paper - 5.4%
$14,300,000    Associates Corp. of North America                                   5.90%       11/1/95     14,300,000
  6,809,000    Centerior Fuel Corp.                                                5.75%       11/6/95      6,803,562
  5,000,000    Nestle Capital Corp.                                                5.69%       11/2/95      4,999,210
  5,000,000    Sears Roebuck Acceptance Corp.                                      5.76%       11/8/95      4,994,400
                                                                                                         -----------
              Total Short-Term Securities (at amortized cost)                                             31,097,172
                                                                                                         -----------
              Total Investments (cost $573,381,125)                                                      $580,851,784   (g)
                                                                                                         ===========

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total investments of the Lutheran Brotherhood
High Yield Fund.
(b) Currently non-income producing.
(c) Currently non-income producing and in default.
(d) Denotes restricted securities. These securities have been valued from the date of acquisition through
October 31, 1995, by obtaining
quotations from brokers who are active with the issues. The following table indicates the acquisition date
and cost of restricted
securities the Fund owned as of October 31, 1995.

                                                            Aquisition
                             Security                           Date             Cost
          --------------------------------------------     -------------    -------------
<S>                                                             <C>           <C>
          Arcadian Corp., Stock Warrants                        2/6/92       $  290,000
          Berg Electronics Holding Corp., Common Stock          4/21/93          82,196
          Consolidated Hydro, Inc., Stock Warrants              2/8/94          202,776
          Grand Union Holdings Corp., Preferred Stock           6/14/93       5,218,975
          Terex Corp., Stock Appreciation Rights                7/27/92          11,250
          Triangle Wire & Cable, Inc., Stock Warrants           1/3/92            1,998
          Viatel, Inc., Common Stock                            8/15/95       1,084,601

(e) Includes stock rights that automatically traded with the stock and had no separate value at October 31,
1995.
(f)  Denominated in U.S. Dollars.
(g) At October 31, 1995, the aggregate cost of securities for federal income tax purposes was $573,479,773
and the net unrealized
appreciation of investments based on that cost was $7,372,011 which is comprised of $41,238,107 gross
unrealized appreciation and $33,866,096 aggregate gross unrealized depreciation.

         The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
Lutheran Brotherhood Income Fund
Portfolio of Investments
October 31, 1995

  Principal                                                                                 Maturity
    Amount                                                                     Rate           Date            Value
- ----------------                                                           ----------      -----------    -------------
<S>              <C>                                                           <C>           <C>        <C>                <C>
                 Corporate Bonds 29.3% (a)
                 Bank & Finance - 12.9%
  $ 3,000,000    Associates Corp. of North America, Notes                      10.75%         11/1/95   $    3,000,000
    7,500,000    Associates Corp. of North America, Notes                      6.63%          5/15/98        7,612,117
   13,000,000    Associates Corp. of North America, Sr. Notes                  9.13%           4/1/00       14,263,275
    6,000,000    Citicorp, Subordinated Debentures                             7.13%           9/1/05        6,174,666
    6,000,000    Dresdner Bank- New York, Subordinated Notes                   7.25%          9/15/15        6,137,352
   20,000,000    General Electric Capital Corp., Debentures                    8.85%           4/1/05       23,268,260
    9,000,000    Nationwide CSN Trust, Trust Notes                             9.88%          2/15/25       10,338,750
    8,000,000    New York Life Insurance Co., Surplus Notes                    6.40%         12/15/03        7,847,216
    4,000,000    Norwest Corp., Medium Term Notes, Series G                    6.38%          9/15/02        3,995,692
    6,000,000    Reliastar Financial Corp., Sr. Notes                          8.63%          2/15/05        6,599,184
    9,000,000    Societe-Generale, Subordinated Notes                          9.88%          7/15/03       10,758,834
    7,500,000    Swiss Bank Corp., Subordinated Debentures, (New York Branc    7.50%          7/15/25        7,827,923
   15,000,000    The Prudential Insurance Co. of America, Surplus Notes        7.65%           7/1/07       15,357,900
    8,000,000    The Prudential Insurance Co. of America, Surplus Notes        8.30%           7/1/25        8,168,240
                                                                                                        --------------
                                                                                                           131,349,409
                                                                                                        --------------
                 Broadcasting - 0.6%
    6,000,000    Cox Communications, Inc., Notes                               6.38%          6/15/00        6,011,856
                                                                                                        --------------
                 Chemicals - 0.8%
    3,000,000    Methanex Corp., Notes                                         7.40%          8/15/02        3,022,500
    5,500,000    Methanex Corp., Notes                                         7.75%          8/15/05        5,665,000
                                                                                                        --------------
                                                                                                             8,687,500
                                                                                                        --------------
                 Computers & Office Equipment - 1.1%
   11,000,000    Electronic Data Systems Corp., Notes                          6.85%          5/15/00       11,151,250
                                                                                                        --------------
                 Electric Utilities - 2.5%
    5,000,000    Arizona Public Service Co., First Mortgage Bonds              9.50%          4/15/21        5,607,945
    7,085,000    DQU Funding Corp., Collateralized Lease Obligation Bonds      7.23%          12/1/99        7,122,132
    7,000,000    Texas Utilities Electric Co., First Mortgage Bonds            7.38%          10/1/25        6,821,829
    5,000,000    Virginia Electric & Power Co., Debentures                     8.63%          10/1/24        5,627,690
                                                                                                        --------------
                                                                                                            25,179,596
                                                                                                        --------------
                 Food & Beverage - 0.8%
    8,000,000    Nabisco, Inc., Notes                                          6.70%          6/15/02        7,993,880
                                                                                                        --------------
                 Household Products - 1.2%
   10,000,000    Procter & Gamble, Guaranteed ESOP Debentures                  9.36%           1/1/21       12,642,520
                                                                                                        --------------
                 Natural Gas - 1.4%
    6,000,000    Coastal Corp., Sr. Debentures                                 9.75%           8/1/03        6,967,878
    6,000,000    Coastal Corp., Sr. Notes                                      10.38%         10/1/00        6,911,274
                                                                                                        --------------
                                                                                                            13,879,152
                                                                                                        --------------
                 Paper & Forest Products - 1.0%
    9,000,000    Georgia Pacific Corp., Debentures                             8.63%          4/30/25        9,706,581
                                                                                                        --------------
                 Petroleum - 1.8%
    7,628,193    Mobil Oil Corp, ESOP Sinking Fund Debentures                  9.17%          2/29/00 8,158,222
   10,000,000    Texaco Capital, Inc., Debentures                              7.50%           3/1/43       10,350,100
                                                                                                        --------------
                                                                                                            18,508,322
                                                                                                        --------------
                 Pollution Control - 0.5%
    5,000,000    Browning-Ferris Industries, Inc., Debentures                  7.40%          9/15/35        5,108,000
                                                                                                        --------------
                 Retail - 1.1%
    9,000,000    Dayton Hudson Corp., Debentures                               8.50%          12/1/22        9,568,665
    2,000,000    K-Mart Corp., Pass Through Certificates, Series 1995-K-4      9.35%           1/2/20        1,860,258
                                                                                                        --------------
                                                                                                            11,428,923
                                                                                                        --------------
                 Telecommunications - 0.6%
    6,000,000    TCI Communications, Inc., Sr. Notes                           8.00%           8/1/05        6,228,240
                                                                                                        --------------
                 Telephone - 3.0%
   10,000,000    AT&T Corp., Debentures                                        8.35%          1/15/25       11,039,450
    4,000,000    New York Telephone Co., Debentures                            9.38%          7/15/31        4,641,236
   15,000,000    U.S. West Communications, Inc., Debentures                    7.13%         11/15/43       14,713,710
                                                                                                        --------------
                                                                                                            30,394,396
                                                                                                        --------------
                       Total Corporate Bonds (cost $287,549,865)                                           298,269,625
                                                                                                        --------------
                 FOREIGN GOVERNMENT BONDS - 10.1% (a,c)
    8,000,000    African Development Bank, Subordinated Notes                  6.88%         10/15/15        7,978,080
    5,000,000    African Development Bank, Subordinated Notes                  7.75%         12/15/01        5,368,035
   20,325,000    British Columbia Hydro & Power, Debentures                    15.50%         7/15/11       22,964,180
    4,000,000    Inter American Development Bank, Notes                        7.00%          6/15/25        4,110,956
   14,000,000    International Bank for Reconstruction &
                    Development, Debentures                                    12.38%        10/15/02       18,755,842
    7,500,000    Malayan Banking Berhad- New York Branch,
                    Subordinated Notes                                         7.13%          9/15/05        7,572,262
    5,000,000    Ontario Province, Canada, Debentures                          11.75%         4/25/13        5,840,645
   10,000,000    Ontario Province, Canada, Debentures                          15.13%          5/1/11       11,022,290
   13,000,000    Ontario Province, Canada, Sr. Secured Notes                   7.75%           6/4/02       13,949,637
    5,000,000    Tenaga Nasional Berhad, Debentures                            7.50%          11/1/25        4,966,660
                                                                                                        --------------
                       Total Foreign Government Bonds (cost $106,622,673)                                  102,528,587
                                                                                                        --------------
                 ASSET-BACKED SECURITIES - 12.1% (a)
    6,000,000    Chemical Master Credit Card Trust 1, 6.23% Asset Backed
                    Certificates, Series 1995-2-A                              6.23%          6/15/03        6,037,734
   15,000,000    Household Affinity Master Trust, Series 1993-1-A              6.08%          9/15/00       15,057,885     (b)
   10,125,205    IBM Credit Receivables Lease Trust, Series 1993-1             4.55%         11/15/00       10,010,263
   25,000,000    ITT Floorplan Receivable Master Trust, Series 1994-1-A        6.08%          2/15/01       25,100,225     (b)
   18,000,000    NationsBank Credit Card Master, Series 1995-A                 6.45%          4/15/03       18,282,042
   19,000,000    Prime Credit Card Master Trust, Series 1995-1-A               6.75%         11/15/05       19,560,671
   10,000,000    Sears Credit Account Master Trust II, Master Trust Certificates,
                    Series 1995-4-A                                            6.25%          1/15/03       10,091,190
   19,000,000    Standard Credit Master Trust 1, Credit Card Participation
                    Certificates, Series 1995-9-A                              6.55%          10/7/07       19,023,161
                                                                                                        --------------
                       Total Asset-Backed Securities (cost $122,157,801)                                   123,163,171
                                                                                                        --------------
                 MORTGAGE-BACKED SECURITIES - 17.9% (a)
   55,107,587    Federal National Mortgage Association,
                    Participation Certificates                                 6.50%           3/1/25       53,701,186
   83,000,000    Federal National Mortgage Association,
                    Participation Certificates                               6.5 - 7.0%          2025       81,750,313     (d)
   46,947,855    Government National Mortgage Association,
                    Modified Pass Through Certificates                         7.00%     2024 - 2025        46,711,132
                                                                                                        --------------
                       Total Mortgage-Backed Securities (cost $177,826,509)                                182,162,631
                                                                                                        --------------
                 U.S. GOVERNMENT AGENCIES - 0.6% (a)
    6,000,000    Tennessee Valley Authority, Power Bonds, Series 1994-A
                    (cost $5,924,780)                                          7.85%          6/15/44        6,135,000
                                                                                                        --------------
                 U.S. GOVERNMENT - 19.5% (a)
   82,500,000    U.S. Treasury Bonds                                       7.625 - 12.0% 2003 - 2025       111,088,726
   81,500,000    U.S. Treasury Notes                                        6.5 - 9.25%  1998 - 2005        87,272,549
                                                                                                        --------------
                       Total U.S. Government (cost $194,356,501)                                           198,361,275
                                                                                                        --------------
    Shares
- --------------
                 COMMON STOCKS - 0.2% (a)
       30,000    Texaco, Inc., with stock rights attached (cost $1,900,225)                                  2,043,750
                                                                                                        --------------
                 OPTIONS ON U.S. TREASURY BOND FUTURES -  .001% (a)
                 U.S. Treasury Bond Futures, 50 call option contracts,
                    exercise price of $119, expires
                    November 18, 1995 (cost $27,873)                                                            14,844
                                                                                                        --------------
  Principal
    Amount
- --------------
                 SHORT-TERM SECURITIES - 10.3% (a)
                 Commercial Paper - 7.9%
   20,000,000    Cargill, Inc                                                  5.68%          11/8/95       19,977,911
    3,100,000    Koch Industries                                               5.88%          11/1/95        3,100,000
   13,600,000    Metlife Funding, Inc                                          5.72%         11/10/95       13,580,552
    5,000,000    Metlife Funding, Inc                                          5.70%         11/10/95        4,992,875
   20,000,000    Nestle Capital Corp                                           5.71%          11/9/95       19,974,622
   14,000,000    UBS Finance (Delaware), Inc                                   5.90%          11/1/95       14,000,000
    5,000,000    Wal-Mart Stores, Inc                                          5.72%          11/2/95        4,999,206
                                                                                                        --------------
                                                                                                            80,625,166
                                                                                                        --------------
                 U.S. Government Agencies - 2.4%
    9,000,000    Federal Home Loan Mortgage Corp., Discount Notes              5.60%         11/13/95        8,983,200
   15,703,000    Federal Home Loan Mortgage Corp., Discount Notes              5.61%         11/13/95       15,673,635
                                                                                                        --------------
                                                                                                            24,656,835
                                                                                                        --------------
                       Total Short-Term Securities (at amortized cost)                                     105,282,001
                                                                                                        --------------
                       Total Investments (cost $1,001,648,228)                                          $1,017,960,884     (e)
                                                                                                        ==============

Notes to Protfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total investments of the Lutheran Brotherhood
Income Fund.
(b) Denotes variable rate obligations for which current yield is shown.
(c)  Denominated in U.S. dollars.
(d) Denotes investments purchased on a when-issued basis.
(e) At October 31, 1995, the aggregate cost of securities for federal income tax purposes was $1,001,785,669
and the net unrealized appreciation of investments based on that cost was $16,175,215 which is comprised of
$24,909,061 aggregate gross unrealized appreciation and $8,733,846 aggregate gross unrealized depreciation.

The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
Lutheran Brotherhood Municipal Bond Fund
Portfolio of Investments
October 31, 1995
  Principal                                                                                         Maturity
   Amount                                                                                Rate         Date            Value
- ------------                                                                          ---------    ----------     ------------
              LONG-TERM MUNICIPAL SECURITIES - 99.8% (a)
              Alabama - 0.4%
<S>          <C>                                                                       <C>         <C>           <C>
$2,000,000   Huntsville, Alabama, General Obligation Warrants, Series B                 7.875%      8/1/2012     $  2,164,700

              Arizona - 0.6%
  1,700,000   Pima County, Arizona (Catalina Foothills Unified School District
                #16), Unlimited Tax General Obligation Bonds, Series A                     8.9%      7/1/2005        2,219,724(b)
  1,500,000   Tucson, Arizona, Unlimited Tax
                General Obligation Refunding Bonds                                         6.1%      7/1/2012        1,564,365(e)
                                                                                                                  ------------
                                                                                                                     3,784,089
                                                                                                                  ------------
              Arkansas - 0.6%
  1,340,000   Arkansas Development Finance Authority, Correctional
                Facilities Construction Revenue Bonds                                    7.125%    11/15/2010        1,454,959(b)
  1,000,000   Arkansas Housing Development Agency,
                Single Family Mortgage Bonds, Series A                                   8.375%      7/1/2010        1,259,840(c)
    875,000   Pope County, Arkansas, Pollution Control Revenue Refunding Bonds,
                Series 1994, (Arkansas Power and Light Co. Project)                        6.3%     12/1/2016          924,053(g)
                                                                                                                  ------------
                                                                                                                     3,638,852
                                                                                                                  ------------
              California - 9.7%
  2,500,000   Alameda, California, Unified School District, Alameda County,
                Crossover Refunding Bonds, Series A                                        6.1%      7/1/2013        2,560,500(d)
  2,000,000   Alameda County, California, Certificates of Participation,
                Revenue Refunding Bonds, Santa Rita Jail Project                         5.375%      6/1/2009        2,016,220(b)
  1,000,000   California Educational Facilities Authority (Stanford University),
                Revenue Bonds                                                              5.0%      1/1/2015          920,040
  4,400,000   California State Department of Water Resources (Central Valley
                Project),Water System Revenue Bonds, Series H                              6.9%     12/1/2025        4,915,152(c)
  3,000,000   California State Public Works Board, Department of Corrections,
                Lease Revenue Bonds, State Prison, Series A                                7.4%      9/1/2010        3,508,830
  2,000,000   California State Public Works Board, Lease Revenue Refunding
                Bonds (Department of Corrections, Various State Prisons),
                Series 1993-A                                                             5.25%     12/1/2008        2,011,200(d)
  2,490,000   California Statewide Communities Development Authority,
                Certificates of Participation,
                (The Trustees of the J. Paul Getty Trust)                                  5.0%     10/1/2015        2,278,400
  1,000,000   California State, Unlimited Tax General Obligation Bonds,
                Veteran's Series AT                                                        9.5%      2/1/2010        1,398,710
  2,000,000   California State, Various Purpose General Obligation Bonds                   6.3%      9/1/2010        2,184,000(d)
  1,000,000   Central Valley Financing Authority, California,
                Cogeneration Project Revenue Bonds, (Carson Ice-Gen Project),
                Series 1993                                                                6.0%      7/1/2009        1,004,260
  1,900,000   El Cajon, California, Redevelopment Agency Tax Allocation
                Refunding Bonds (El Cajon Redevelopment Project)                           6.6%     10/1/2022        2,007,996(d)
  2,000,000   Metropolitan Water District of Southern California,
                Unlimited Tax General Obligation Bonds, Series G                         6.625%      3/1/2009        2,147,080(c)
  2,000,000   Rancho, California, Water District Financing Authority,
                Revenue Refunding Bonds                                                    5.9%     11/1/2015        2,036,140(e)
  2,145,000   Rancho, California, Water District Financing Authority,
                Revenue Refunding Bonds, Series A                                        4.875%      8/1/2015        1,915,657(e)
  1,000,000   Rio Linda, California, Union School District, Series 1992-A                  7.4%      8/1/2010        1,147,710(d)
  2,815,000   Riverside County Transportation Commission, California,
                Sales Tax Revenue Capital Appreciation Bonds                       Zero Coupon       6/1/2004        1,852,186(b)
  1,000,000   Sacramento, California, Cogeneration Authority,
                Cogeneration Project Revenue Bonds,
                (Procter & Gamble Project), 1995 Series                                  6.375%      7/1/2010        1,028,490
  2,000,000   Sacramento, California, Municipal Utility District,
                Electric Revenue Bonds, Series Y                                          6.75%      9/1/2009        2,184,660(b)
  1,500,000   San Francisco Bay Area Rapid Transit District, California,
                Sales Tax Revenue Refunding Bonds, Series 1990                            6.75%      7/1/2010        1,713,015(b)
 15,000,000   San Joaquin Hills Transportation Corridor Agency,
                California, Sr. Lien Convertible Toll Revenue Bonds                Zero Coupon       1/1/2013       10,935,150
  3,000,000   San Mateo County, California, Joint Powers Financing Authority,
                Lease Revenue Refunding Bonds,
                Capital Projects Program, 1993 Series                                      5.0%      7/1/2021        2,722,170(b)
  1,500,000   State of California, General Obligation Bonds                                7.0%      8/1/2006        1,734,705
  2,000,000   University of California Revenue Bonds,
                Multiple Purpose Projects, Series C                                       4.75%      9/1/2015        1,756,440(d)
  2,490,000   University of California Revenue Bonds,
                Multiple Purpose Projects, Series 1989-B                                  11.0%      9/1/1998        2,944,774(d)
  1,000,000   University of California, Housing System Revenue Bonds,
                Series A                                                                  5.25%     11/1/2012          957,710(b)
                                                                                                                  ------------
                                                                                                                    59,881,195
                                                                                                                  ------------
              Colorado - 6.1%
  3,000,000   Arapahoe County, Colorado, E-470 Public Highway Authority,
                Capital Improvement Trust Fund, Highway Revenue Bonds,
                (E-470 Project)                                                           6.95%     8/31/2020        3,169,470
    920,000   Colorado Housing & Finance Authority, Single Family Residential
                Housing Revenue Bonds, Series 1987-B                                       9.0%      9/1/2017          959,505
  3,100,000   Colorado Springs, Colorado, Utilities System Refunding Bonds,
                Series 1991-B                                                              7.0%    11/15/2021        3,543,982(c)
    710,000   Colorado Springs, Colorado, Utilities System Refunding Revenue
                Bonds, Series 1985-A                                                       9.5%    11/15/2015          711,328(c)
  1,945,000   Colorado State Colleges Board, Western State College, Housing &
                Student Fee Revenue Bonds, Series 1992                                   6.625%      5/1/2015        2,187,055(c,f)
  1,195,000   Colorado Water Resources Power Development Authority, Clean
                Water Revenue Bonds, Series A                                             6.25%      9/1/2013        1,248,727(g)
  2,350,000   Denver, Colorado, City & County Revenue Bonds, Sisters of
                Charity of Leavenworth                                                     5.0%     12/1/2023        2,078,998
  2,680,000   Douglas County School District Number RE-1, Colorado,
                Douglas & Elbert Counties, Colorado, Project Fixed Rate
                Certificates of Participation, (Colorado Association of School
                Board Leases Purchase Finance Program), Series 1991-D                     7.25%     12/1/1996        2,770,959
  2,000,000   Douglas County School District Number RE-1, Colorado,
                Douglas & Elbert Counties, Colorado,
                General Obligation Bonds                                                   6.5%    12/15/2016        2,139,020(b)
  1,000,000   Eagle, Garfield, and Routt Counties, Colorado,
                Eagle County School District No.
                RE50J, General Obligation Bonds, Series 1994                               6.3%     12/1/2012        1,074,240(e)
  1,885,000   Goldsmith Metropolitan District, Colorado, Unlimited Tax
                General Obligation Bonds                                           Zero Coupon      12/1/2008          949,852(b)
  1,890,000   Goldsmith Metropolitan District, Colorado, Unlimited Tax
                General Obligation Bonds                                           Zero Coupon       6/1/2008          983,669(b)
  1,890,000   Goldsmith Metropolitan District, Colorado, Unlimited Tax
                General Obligation Bonds                                           Zero Coupon       6/1/2007        1,041,938(b)
  3,000,000   Larimer County, Colorado, School District No. R-2,
                Poudre Valley Unlimited Tax General Obligation Bonds                       7.0%    12/15/2016        3,557,730(b)
  2,300,000   Metropolitan Wastewater Reclamation District, Colorado,
                Gross Revenue Refunding Bonds, Series B                                   4.75%      4/1/2012        2,101,027(b)
  4,485,000   Regional Transportation District, Colorado, Sales Tax
                Revenue Refunding & Improvement Bonds, Series 1992                        6.25%     11/1/2012        4,706,111(e)
  5,000,000   St. Vrain Valley School District, Boulder, Larimer & Weld
                Counties, Colorado, General Obligation Refunding &
                Improvement Bonds, Series 1990-A                                   Zero Coupon     12/15/2004        3,074,150(b)
  2,500,000   St. Vrain Valley School District, Boulder, Larimer &
                Weld Counties, Colorado, General Obligation Refunding &
                Improvement Bonds, Series 1990-A                                   Zero Coupon     12/15/2003        1,651,825(b)
                                                                                                                  ------------
                                                                                                                    37,949,586
                                                                                                                  ------------
              Connecticut - 1.1%
  4,000,000   Connecticut Special Tax Obligation, Transportation Infrastructure
                Revenue Bonds, Series B                                                    6.5%     10/1/2010        4,429,040
  1,000,000   Connecticut State Health & Education Facilities Authority,
                Revenue Bonds, Hospital of St. Raphael, Series H                          5.25%      7/1/2012          982,500(d)
  1,515,000   Connecticut State Health & Education Facilities Authority,
                Revenue Bonds, Lawrence & Memorial Hospital, Series D                      5.0%      7/1/2022        1,372,317(b)
                                                                                                                  ------------
                                                                                                                     6,783,857
                                                                                                                  ------------
              Florida - 2.7%
 19,065,000   Broward County, Florida, Housing Finance Authority,
                Home Mortgage Revenue Bonds, 1983 Series A                         Zero Coupon       4/1/2014        2,922,474
  3,000,000   City of Jacksonville, Florida, Sales Tax Revenue Bonds,
                Series 1995, (River City Renaissance Project)                            5.375%     10/1/2018        2,864,910(e)
  1,000,000   Florida State Board of Education, Public Education
                Capital Outlay General Obligation Bonds, Series B-1                      7.875%      6/1/2019        1,109,420(c)
  1,500,000   Florida State Turnpike Authority, Turnpike Revenue
                Refunding Bonds, (Department of Transportation), Series A                  5.0%      7/1/2019        1,366,200(e)
  3,200,000   Hillsborough County, Florida, Industrial Development
                Authority (Weyerhaeuser Co., Inc.), Industrial
                Revenue Bonds, Series 1983                                                9.25%      6/1/2008        3,276,416
  1,705,000   Hillsborough County, Florida, Industrial Development Authority,
                Florida, (Tampa Electric Project), Pollution Control
                Revenue Bonds, Series 1991                                               7.875%      8/1/2021        1,992,003
  3,000,000   Lee County, Florida, Transportation Facilities,
                Revenue Bonds, Series 1995                                                5.75%     10/1/2022        3,004,950(b)
                                                                                                                  ------------
                                                                                                                    16,536,373
                                                                                                                  ------------
              Georgia - 2.6%
  1,500,000   Brunswick, Georgia, Water & Sewer Revenue Refunding &
                Improvement Bonds, Series A                                                6.1%     10/1/2019        1,610,475(b)
  2,000,000   Brunswick, Georgia, Water & Sewer Revenue Refunding &
                Improvement Bonds, Series 1992                                             6.0%     10/1/2011        2,111,540(b)
  5,000,000   Cherokee County, Georgia, Water & Sewer Revenue Refunding &
                Improvement Bonds                                                          5.5%      8/1/2018        4,904,150(b)
  1,000,000   Georgia State, Unlimited Tax General Obligation Bonds,
                Series B                                                                   6.3%      3/1/2009        1,106,760
  1,000,000   Georgia State, Unlimited Tax General Obligation Bonds,
                Series B                                                                   6.3%      3/1/2010        1,101,530
  2,000,000   Georgia State, Unlimited Tax General Obligation Bonds,
                Series 1994-B                                                             5.65%      3/1/2012        2,080,120
  3,500,000   Georgia State, Unlimited Tax General Obligation Bonds,
                Series 1994-D                                                              5.0%      8/1/2012        3,391,640
                                                                                                                  ------------
                                                                                                                    16,306,215
                                                                                                                  ------------
              Hawaii - 0.3%
  2,000,000   City & County of Honolulu, Hawaii, General Obligation
                Refunding & Improvement Bonds, Series 1993-B                               5.5%     10/1/2011        2,023,180

              Idaho - 0.5%
  3,115,000   Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
                Series 1991                                                        Zero Coupon       4/1/2010        1,503,299(b)
  1,000,000   Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
                Series 1991                                                        Zero Coupon       4/1/2007          580,710(b)
  2,000,000   Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
                Series 1991                                                        Zero Coupon       4/1/2011          903,920(b)
                                                                                                                  ------------
                                                                                                                     2,987,929
                                                                                                                  ------------
              Illinois - 0.9%
  3,940,000   Central Lake County, Illinois, Joint Action Water Agency,
                Unlimited Tax General Obligation Refunding Bonds                           6.0%      2/1/2019        4,009,423
  1,032,000   Illinois Health Facilities Authority (Community Provider
                Pooled Loan Program), Revenue Bonds, Series 1988-B                         7.9%     8/15/2003        1,062,908(b,c)
    165,000   Illinois Health Facilities Authority (Community Provider
                Pooled Loan Program), Revenue Bonds, Series 1988-B                         7.9%     8/15/2003          196,459(b,c)
                                                                                                                  ------------
                                                                                                                     5,268,790
                                                                                                                  ------------
              Indiana - 1.2%
    400,000   Indiana Housing Finance Authority, Single Family
                Mortgage Program Bonds, 1985 Series A                                     10.2%      1/1/2016          410,292
  2,450,000   Indiana Municipal Power Agency, Power Supply
                System Revenue Bonds, Series A                                             5.5%      1/1/2023        2,346,635(b)
  2,100,000   Indianapolis, Indiana, Resource Recovery Revenue Bonds,
                Ogden Martin Systems, Series A                                             7.8%     12/1/2004        2,208,927
    410,000   Indianapolis, Indiana, Resource Recovery Revenue Bonds,
                1985 Series A                                                              7.9%     12/1/2008          431,644
  2,190,000   Indianapolis, Indiana, Resource Recovery Revenue Bonds,
                1985 Series B                                                              7.9%     12/1/2008        2,305,610
                                                                                                                  ------------
                                                                                                                     7,703,108
                                                                                                                  ------------
              Iowa - 1.7%
  2,000,000   Iowa Finance Authority Revenue Bonds, Series 1995-A,
                (Correctional Facility Program)                                            5.5%     6/15/2015        2,014,700(d)
  4,000,000   Iowa Finance Authority, Iowa State Revolving Fund Revenue Bonds,
                Combined Series 1993                                                       5.2%      5/1/2023        3,891,640
  2,000,000   Iowa Finance Authority, Iowa State Revolving Fund Revenue Bonds,
                Combined Series 1994                                                      6.25%      5/1/2024        2,126,500
  2,275,000   Woodbury County, Iowa, Hospital System Revenue Refunding Bonds,
                St. Luke's Obligated Group, Series 1995-A                                 5.55%      9/1/2020        2,154,129(b)
                                                                                                                   ------------
                                                                                                                    10,186,969
                                                                                                                   ------------
              Kansas - 1.6%
  8,000,000   Kansas City, Kansas, Utility System Refunding and Improvement
                Revenue Bonds, Series 1994                                               6.375%      9/1/2023        8,484,160(e)
    920,000   Kansas City, Kansas, Utility System, Capital Appreciation
                Refunding & Improvement Revenue Bonds                            Zero Coupon         3/1/2007          510,922(d)
  1,255,000   Kansas City, Kansas, Utility System, Capital Appreciation
                Refunding & Improvement Revenue Bonds                              Zero Coupon       3/1/2007          691,605(c,d)
                                                                                                                  ------------
                                                                                                                     9,686,687
                                                                                                                  ------------
              Kentucky - 0.7%
     75,000   Jefferson County, Kentucky, Home Mortgage Revenue Bonds,
                Series 1983                                                              9.625%      5/1/2014           78,629
  1,000,000   Kentucky Development Finance Authority, Refunding and
                Improvement Revenue Bonds, (Ashland Hospital,
                Kings Daughter Project)                                                   9.75%      8/1/2005        1,105,460
    750,000   Kentucky Turnpike Authority, Economic Development Road
                Revenue and Revenue Refunding Bonds, Series 1993                           5.5%      7/1/2009          762,195(d)
  5,345,000   Kentucky Turnpike Authority, Economic Development Road
                Revenue Bonds                                                      Zero Coupon       1/1/2010        2,428,180(e)
                                                                                                                  ------------
                                                                                                                     4,374,464
                                                                                                                  ------------
              Louisiana - 1.3%
  1,740,000   Monroe, Louisiana, Special School District, Unlimited Tax General
                Obligation Bonds                                                          5.35%      3/1/2011        1,704,243(e)
  6,500,000   New Orleans, Louisiana, General Obligation Bonds, Series 1991        Zero Coupon       9/1/2012        2,467,270(d)
  3,000,000   Orleans Parish School Board #87, Louisiana, Escrowed to
                Maturity Bonds                                                            8.95%      2/1/2008        3,976,740(b,c)
                                                                                                                  ------------
                                                                                                                     8,148,253
                                                                                                                  ------------
              Maine - 0.3%
  1,250,000   Maine Health & Higher Education Facilities Authority,
                Revenue Bonds, Series 1994                                                 7.0%      7/1/2024        1,374,188(g)
    350,000   Regional Waste Systems, Inc., Maine, Solid Waste Resource
                Recovery System Revenue Bonds, Series A,B,C                               7.95%      7/1/2010          386,505
                                                                                                                  ------------
                                                                                                                     1,760,693
                                                                                                                  ------------
              Maryland - 2.6%
  2,000,000   Maryland Health & Higher Education Facilities Authority,
                Union Hospital of Cecil County Revenue Bonds, Series 1992                  6.7%      7/1/2022        1,997,280
  2,500,000   Maryland Health & Higher Education Facilities Authority,
                Project & Refunding Revenue Bonds
                (University of Maryland Medical System Issue), Series 1993               5.375%      7/1/2013        2,484,300(e)
  3,000,000   Maryland Health & Higher Education Facilities Authority,
                Revenue Project & Refunding Bonds,
                (University of Maryland Medical System Issue), Series 1993                 5.0%      7/1/2020        2,749,440(e)
  3,250,000   Maryland Health & Higher Education Facilities Authority,
                Revenue Refunding Bonds, (Suburban Hospital Issue),
                Series 1993                                                              5.125%      7/1/2021        2,946,645
  4,500,000   Morgan State University, Maryland, Academic Fee and Auxiliary
                Facilities Fees Revenue Refunding Bonds, Series 1993                      6.05%      7/1/2015        4,839,885(b)
  1,000,000   Prince George's County, Maryland, Dimensions Health Corp.,
                Hospital Revenue Bonds, Series 1992                                        7.0%      7/1/2022        1,151,040(c)
                                                                                                                  ------------
                                                                                                                    16,168,590
                                                                                                                  ------------
              Massachusetts - 5.1%
  5,000,000   Commonwealth of Massachusetts, General Obligation Bonds,
                Consolidated Loan of 1993, Series A                                        5.5%     11/1/2008        5,130,850
  2,000,000   Commonwealth of Massachusetts, General Obligation Refunding
                Bonds, Series B                                                            6.5%      8/1/2008        2,241,860
  1,800,000   Commonwealth of Massachusetts, Limited Tax General Obligation
                Bonds, Construction Loan, Series C                                       7.375%     12/1/2008        1,994,976(c)
  2,970,000   Massachusetts Health and Education Facilities Authority
                (Harvard University), Revenue Bonds, Series J                             8.75%     12/1/2007        3,025,895(c)
  1,500,000   Massachusetts Health and Education Facilities Authority
                Revenue Bonds, Newton- Wellesley Hospital Issue, Series C                  8.0%      7/1/2018        1,675,695(c)
  1,000,000   Massachusetts Health and Educational Facilities Authority
                Revenue Bonds, Newton- Wellesley Hospital Issue, Series E                  6.0%      7/1/2018        1,021,790(b)
  2,500,000   Massachusetts Health and Education Facilities Authority,
                Revenue Bonds, Daughters of Charity National Health System,
                The Carney Hospital, Series D                                              6.1%      7/1/2014        2,568,775
  1,500,000   Massachusetts Health and Education Facilities Authority,
                Revenue Bonds, Series F                                                    6.5%      7/1/2012        1,607,445
  5,000,000   Massachusetts State Port Authority, Revenue Bonds, Series B                  6.0%      7/1/2023        5,054,250
  4,000,000   Massachusetts State Turnpike Authority,
                Turnpike Revenue Bonds, Series A                                           5.0%      1/1/2020        3,644,560(e)
  3,000,000   Plymouth County, Massachusetts, Correctional Facility
                Certificates of Participation Bonds                                        7.0%      4/1/2012        3,267,870
                                                                                                                  ------------
                                                                                                                    31,233,966
                                                                                                                  ------------
              Michigan - 5.5%
 10,000,000   Detroit, Michigan, Sewer Disposal Revenue Bonds,
                Linked Pars & Inflows                                                      5.7%      7/1/2023        9,821,600(e)
  2,000,000   Economic Development Corporation of the County of St. Clair,
                Michigan, Pollution Control Revenue Refunding Bonds,
                (Detroit Edison Company Project), Series 1993-AA                           6.4%      8/1/2024        2,138,140(d)
  1,400,000   Kent County, Michigan, Limited Tax Guaranteed Obligation Refuse
                Disposal System Refunding Bonds                                            8.3%     11/1/2007        1,536,948
  1,500,000   Livonia Public Schools, County of Wayne, Michigan,
                1992 School Building and Site Bonds, Series II
                (Unlimited Tax General Obligation)                                 Zero Coupon       5/1/2009          716,565(e)
  2,460,000   Michigan Municipal Bond Authority, Government Loan Revenue
                Refunding Bonds, Series A                                          Zero Coupon      12/1/2005        1,485,250(e)
    390,000   Michigan State Hospital Finance Authority, Hospital Revenue &
                Refunding Bonds, (Detroit Medical Center Obligated Group),
                Series 1988-A                                                            8.125%     8/15/2012          436,394(c)
    110,000   Michigan State Hospital Finance Authority, Hospital Revenue
                & Refunding Bonds, (Detroit Medical Center Obligated Group),
                Series 1988-A                                                            8.125%     8/15/2012          118,760
  2,750,000   Michigan State Hospital Finance Authority, Hospital Revenue Bonds,
                (Holland Community Hospital), Series 1993                                 5.25%      1/1/2008        2,682,268
  1,100,000   Michigan State Hospital Finance Authority, Refunding
                Hospital Bonds, St. John's Hospital, Series A                             5.75%     5/15/2016        1,099,967(d)
  3,000,000   Michigan State Hospital Finance Authority Revenue
                Refunding Bonds, (Sisters of Mercy Health Corp.)                         5.375%     8/15/2014        2,921,880(b)
  3,320,000   Sault St. Marie Chippewa Indians Housing Authority,
                Health Facilities Revenue Bonds, (Tribal Health &
                Human Services Center Project), Series 1992                               7.75%      9/1/2012        3,424,148
  1,000,000   Vicksburg, Michigan, Community Schools, Qualified School
                General Obligation Bonds, Kalamazoo & St. Joseph Counties                  7.0%      5/1/2007        1,136,160(b,c)
  3,000,000   West Bloomfield School District, Oakland County, Michigan,
                1994 School Building and Site Unlimited Tax General
                Obligation Refunding Bonds                                               5.125%      5/1/2014        2,827,260(b)
  3,455,000   West Ottawa, Michigan, Public School District, Unlimited
                Tax General Obligation Bonds                                       Zero Coupon       5/1/2004        2,288,212(b)
  1,860,000   West Ottawa, Michigan, Public School District, Unlimited
                Tax General Obligation Bonds                                       Zero Coupon       5/1/2005        1,157,348(b)
                                                                                                                  ------------
                                                                                                                    33,790,900
                                                                                                                  ------------
              Minnesota - 4.3%
  1,850,000   City of Minneapolis, (Lifespan Inc., Abbott - Northwestern Hospital),
                Hospital Facilities Revenue Bonds, 1988 Series A                         7.875%     12/1/2014        2,023,604(c)
  2,500,000   City of Minneapolis, (Lifespan Inc., Abbott - Northwestern Hospital),
                Hospital Facilities Refunding Revenue Bonds, 1987 Series B               9.125%     12/1/2014        2,794,650(c)
  1,000,000   Duluth Economic Development Authority, Minnesota, Health
                Care Facility Revenue Bonds, (Duluth Clinic, LTD), Series 1992             6.3%     11/1/2022        1,043,900(d)
  7,685,000   Minneapolis, Minnesota, Community Development Agency,
                Tax Increment Revenue Appreciation Bonds                           Zero Coupon       3/1/2009        3,762,960(b)
    670,000   Southern Minnesota Municipal Power Agency, Power Revenue
                Refunding Bonds, Series A                                                 5.75%      1/1/2018          686,502(b,c)
  1,180,000   St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
                Bonds, Series A                                                           7.25%      7/1/2015        1,323,535(c,d)
  1,000,000   St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
                Bonds, Series C                                                           7.25%      7/1/2018        1,135,170(c,d)
  1,400,000   St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
                Bonds, Series C                                                           7.25%      7/1/2015        1,589,238(c,d)
  3,500,000   St. Louis Park, Minnesota, Health Care Facilities
                (Park Nicollet Medical Center Project), Revenue Bonds,
                Series 1990-A                                                             9.25%      1/1/2020        4,185,230(c)
  7,600,000   St. Louis Park, Minnesota, Health Care Facilities, Revenue Bonds,
                (HealthSystem Minnesota Obligated Group), Series 1993                      5.1%      7/1/2013        7,064,656(d)
  1,000,000   St. Louis Park, Minnesota, Health Care Facilities, Revenue Bonds,
                (HealthSystem Minnesota Obligated Group), Series 1993                      5.2%      7/1/2016          941,970(d)
                                                                                                                  ------------
                                                                                                                    26,551,415
                                                                                                                  ------------
              Missouri - 2.2%
  2,000,000   Boone County, Missouri, Hospital Revenue Refunding Bonds,
                Series 1993                                                                5.5%      8/1/2009        1,960,160
  1,500,000   Missouri State Health and Education Facilities Authority,
                SSM Health Care Refunding Revenue Bonds, Series A                         6.25%      6/1/2007        1,615,950(b)
  2,650,000   Missouri State Health and Education Facilities Authority
                (Christian Health Services), Health Facilities Refunding &
                Improvement Revenue Bonds, Series 1991-A                                 6.875%     2/15/2021        2,991,347(c,e)
  3,000,000   Missouri State Health and Education Facilities Authority,
                Health Facilities Revenue Bonds, (Barnes-Jewish, Inc./
                Christian Health Services), Series 1993-A                                 5.25%     5/15/2012        2,859,690
  1,425,000   Missouri State Health and Education Facilities Authority,
                Health Facilities Revenue Refunding Bonds,
                Lester E. Cox Medical Center Project, Series 1993-I                       5.35%      6/1/2009        1,420,839(b)
  2,450,000   Missouri State Health and Education Facilities Authority,
                Heartland Health System Revenue Bonds, Series 1992                        6.35%    11/15/2017        2,577,033(d)
                                                                                                                  ------------
                                                                                                                    13,425,019
                                                                                                                  ------------
              Montana - 1.0%
  1,240,000   Montana State Board of Investments,
                Payroll Tax Revenue Bonds                                                6.875%      6/1/2020        1,396,575(b,c)
  3,160,000   Montana State Board of Investments,
                Payroll Tax Revenue Bonds                                                6.875%      6/1/2020        3,438,238(b)
  1,250,000   Montana Health Facility Authority, Hospital Revenue Bonds
                for the Deaconess-Billings Clinic Health System Project,
                Series 1994                                                               5.25%     2/15/2020        1,181,113(d)
                                                                                                                  ------------
                                                                                                                     6,015,926
                                                                                                                  ------------
              Nebraska - 0.8%
     25,000   Nebraska Mortgage Finance Fund, Single Family Mortgage
                Revenue Bonds, 1983 Series A                                            10.125%     1/15/2014           25,596
  3,455,000   Omaha Public Power District, Nebraska, Electric Revenue
                Refunding Bonds, Series B                                                 6.15%      2/1/2012        3,713,123
  1,000,000     University of Nebraska, University of Nebraska Medical
                Center Project, Revenue Refunding Bonds                                   5.25%      7/1/2011          978,000
                                                                                                                  ------------
                                                                                                                     4,716,719
                                                                                                                  ------------
              New Hampshire - 0.2%
  1,100,000   New Hampshire Turnpike System, Residual Interest Bonds,
                1991 Refunding, Series C                                                 9.577%    11/16/1995        1,340,713(e,j)
                                                                                                                  ------------
              New Jersey - 2.6%
  1,700,000   Camden County, New Jersey, Municipal Utility Authority,
                Sewer Revenue Bonds                                                       8.25%     12/1/2017        1,861,704(e)
  1,250,000   East Orange, New Jersey, Unlimited Tax General Obligation Bonds              8.4%      8/1/2006        1,589,025(g)
  1,000,000   Mercer County, New Jersey, Improvement Authority,
                County Guaranteed Solid Waste Revenue Bonds, Series 1988                   7.9%      4/1/2013        1,071,130(c)
  1,000,000   Mercer County, New Jersey, Improvement Authority,
                Revenue Bonds, Series 1991                                                 6.6%     11/1/2014        1,111,390(c)
  2,585,000   New Jersey Health Care Facilities Financing Authority,
                Jersey Shore Medical Center Revenue Bonds                                  6.1%      7/1/2010        2,729,967(d)
  3,000,000   New Jersey Transit Corp., (Raymond Plaza East, Inc.),
                Certificates of Participation                                            6.375%     10/1/2006        3,362,280(g)
  1,520,000   New Jersey Turnpike Authority, Turnpike Revenue Bonds,
                1984 Series                                                             10.375%      1/1/2003        1,848,837(c)
  2,595,000   West New York, New Jersey, Municipal Utility Authority, Sewer
                Revenue Refunding Bonds                                            Zero Coupon     12/15/2009        1,218,067(e)
  2,195,000   West New York, New Jersey, Municipal Utility Authority, Sewer
                Revenue Refunding Bonds                                            Zero Coupon     12/15/2007        1,181,195(e)
                                                                                                                  ------------
                                                                                                                    15,973,595
                                                                                                                  ------------
              New Mexico - 2.3%
  2,000,000   City of Rio Rancho, New Mexico, Water and Wastewater
                System Bonds, Series 1995-A                                                6.0%     5/15/2022        2,029,560(g)
  4,040,000   Farmington, New Mexico, Utility Systems Revenue Bonds                      9.875%      1/1/2008        5,419,175(c,d)
  5,000,000   Farmington, New Mexico, Power Revenue Refunding Bonds,
                Series 1983                                                              9.875%      1/1/2013        6,760,600(c)
                                                                                                                  ------------
                                                                                                                    14,209,335
                                                                                                                  ------------
              New York - 5.8%
  5,200,000   Metropolitan Transportation Authority, New York,
                Commuter Facilities Revenue Bonds, Series A                              6.375%      7/1/2018        5,489,796(b)
  3,000,000   Metropolitan Transportation Authority, New York,
                Transit Facilities Revenue Bonds, Series B                                6.25%      7/1/2014        3,149,760(b)
  3,500,000   Metropolitan Transportation Authority, New York,
                Transit Facilities Service Contract Bonds, Series O                       5.75%      7/1/2013        3,435,040
  2,000,000   New York City Municipal Water Finance Authority,
                Water & Sewer System Revenue Bonds, Series A                             5.875%     6/15/2012        2,100,940(d)
  1,250,000   New York City Municipal Water Finance Authority,
                Water & Sewer System Revenue Bonds                                        8.75%     6/15/2010        1,365,825(c)
  2,000,000   New York State Dorm Authority (City University),
                Construction Revenue Bonds, Series A                                     8.125%      7/1/2017        2,169,260(c)
  5,000,000   New York State Dorm Authority, Revenue Refunding Bonds,
                State University Educational Facilities, Series B                          5.0%     5/15/2018        4,347,550
  2,250,000   New York State Medical Care Facilities Finance Agency
                (Ellis Hospital), Insured Mortgage Hospital Bonds, Series B                8.0%     2/15/2008        2,485,260(h)
  4,000,000   New York State Medical Care Facilities Finance Agency,
                Revenue Refunding Bonds, Mental Health Services Facilities                5.25%     2/15/2019        3,764,240(e)
  2,860,000   New York State Thruway Authority, Highway & Bridge
                Trust Fund, Revenue Bonds, Series 1994-B                                   6.0%      4/1/2014        2,946,858(e)
  3,500,000   New York State Urban Development Corp., Revenue
                Refunding Bonds, Correctional Facilities                                 5.375%      1/1/2012        3,431,260(b)
  1,000,000   Triborough Bridge & Tunnel Authority, New York, General
                Purpose Revenue Bonds, Series Q                                           6.75%      1/1/2009        1,112,900
                                                                                                                  ------------
                                                                                                                    35,798,689
                                                                                                                  ------------
              North Carolina - 1.1%
  2,500,000   County of Pitt, North Carolina, Pitt County Memorial
                Hospital Revenue Bonds, Series 1995                                        5.5%     12/1/2015        2,437,600
  4,000,000   North Carolina Municipal Power Agency #1, Catawba
                Electric Revenue Refunding Bonds, Series 1992                              6.0%      1/1/2011        4,207,720(b)
                                                                                                                  ------------
                                                                                                                     6,645,320
                                                                                                                  ------------
              North Dakota - 0.5%
  1,000,000   Mercer County, North Dakota, Pollution Control Revenue
                Refunding Bonds, (Ottertail Power Co. Project)                             6.9%      2/1/2019        1,077,960
  2,000,000   North Dakota Municipal Bond Bank, State Revolving
                Fund Program Bonds, Series 1995-A                                          6.3%     10/1/2015        2,110,560
                                                                                                                  ------------
                                                                                                                     3,188,520
                                                                                                                  ------------
              Ohio - 4.4%
  1,050,000   Akron, Bath & Copley Joint Township, Ohio, (Children's Hospital
                Medical Center), Hospital District Revenue Bonds                          7.45%    11/15/2020        1,210,030(c,d)
  3,785,000   City of Cleveland, Ohio, Public Power System, First Mortgage
                Revenue Bonds, Series 1994-A                                               7.0%    11/15/2024        4,202,523(b)
    500,000   City of Dayton, Ohio, Airport Revenue Refunding Bonds,
                Series 1995, (James M. Cox International Airport)                         5.25%     12/1/2015          478,455(d,k)
  1,000,000   Cleveland, Ohio, Waterworks Improvement First Mortgage
                Refunding Revenue Bonds, Series 1993-G                                     5.5%      1/1/2009        1,020,600(b)
  1,630,000   Cuyahoga County, Ohio, (Deaconess Hospital), Hospital
                Revenue Bonds, Series C                                                   7.45%     10/1/2018        1,882,894(c)
  1,600,000   Hamilton County, Ohio, Electric System Revenue
                Refunding Bonds, Series A                                                  6.0%    10/15/2012        1,657,024(e)
  1,000,000   Kings Local School District, Ohio, Unlimited Tax
                General Obligation Bonds                                                   5.5%     12/1/2021          972,960(e)
  1,470,000   Lorain County, Ohio, (Humility of Mary Health System),
                Hospital Revenue Bonds                                                   7.125%    12/15/2006        1,622,512
  2,000,000   Ohio Higher Educational Facility Commission (Case Western
                Reserve University Project), Series B                                      6.5%     10/1/2020        2,251,740
  1,500,000   Ohio Higher Educational Facility Commission,
                Higher Educational Revenue Bonds,
                Ohio Dominican College 1994 Project                                      6.625%     12/1/2014        1,562,640
  5,000,000   Ohio State Air Quality Development Authority, Cleveland Electric,
                Pollution Control Revenue Bonds                                            8.0%     12/1/2013        6,002,850(e)
  2,250,000   Ohio State Air Quality Development Authority, Columbus &
                Southern Pollution Control Revenue Bonds                                 6.375%     12/1/2020        2,371,005(e)
  1,795,000   Trumbull County, Ohio, (Memorial Hospital), Hospital Revenue
                Refunding & Improvement Bonds, Series 1991-B                               6.9%    11/15/2012        1,956,101(e)
                                                                                                                  ------------
                                                                                                                    27,191,334
                                                                                                                  ------------
              Oklahoma - 1.8%
  5,220,000   Bass, Oklahoma, Memorial Baptist Hospital,
                Escrowed to Maturity                                                      8.35%      5/1/2009        6,682,226(c)
  1,175,000   Grand River Dam Authority, Oklahoma, Revenue
                Refunding Bonds, Series 1993                                              5.75%      6/1/2008        1,246,334(g)
  1,500,000   Oklahoma Municipal Power Authority, Electric Revenue
                Refunding Bonds, Series B                                                 5.75%      1/1/2024        1,570,935(b)
  1,500,000   Oklahoma Municipal Power Authority, Power Supply System
                Revenue Bonds, Series 1992-B                                             5.875%      1/1/2012        1,589,370(b)
                                                                                                                  ------------
                                                                                                                    11,088,865
                                                                                                                  ------------
              Oregon - 0.9%
  2,700,000   Clackamas County, Oregon, Health Facilities Authority, Adventist
                Health-West Revenue Refunding Bonds, Series 1992-A                        6.35%      3/1/2009        2,901,339(b)
    850,000   Clackamas County, Oregon, School District No. 12,
                (North Clackamas), Unlimited Tax General Obligation
                Refunding Bonds, Series 1993                                               5.0%      6/1/2011          795,727
  2,000,000   Hospital Facility Authority of the Western Lane Hospital District,
                Oregon, Revenue Refunding Bonds, Series 1994,
                (Sisters of St. Joseph of Peace, Health & Hospital Services)             5.875%      8/1/2012        2,050,240(b)
                                                                                                                  ------------
                                                                                                                     5,747,306
                                                                                                                  ------------
              Pennsylvania - 2.0%
  2,100,000   Allegheny County, Pennsylvania, Hospital Development Authority,
                Hospital Revenue Bonds, Series A-1995,
                (Allegheny General Hospital Project)                                       6.2%      9/1/2015        2,187,402(b)
  2,575,000   Allegheny County, Pennsylvania, Sanitary Authority,
                Sewer Revenue Bonds, Series A                                      Zero Coupon       6/1/2008        1,309,336(e)
  2,000,000   Delaware River Joint Toll Bridge Commission, Pennsylvania,
                Toll Bridge Revenue Bonds                                                7.875%      7/1/2018        2,216,180(c)
  3,170,000   Millcreek Township, Pennsylvania, School District, General
                Obligation Bonds                                                   Zero Coupon      8/15/2009        1,500,615(e)
  2,000,000   Monroeville, Pennsylvania, Hospital Authority, Forbes
                Health System Revenue Bonds, Series 1992                                   7.0%     10/1/2003        2,155,660
  3,000,000   Pennsylvania State, General Obligation Bonds,
                Second Series of 1992                                              Zero Coupon       7/1/2006        1,740,930(d)
  1,105,000   Shamokin Area Industrial Development Authority, Pennsylvania,
                (Northumberland County), Commercial Development
                First Mortgage Revenue Refunding Bonds, Series 1994-A,
                (KMart Corp., Tenant & Guarantor)                                          6.7%      7/1/2007        1,053,385
                                                                                                                  ------------
                                                                                                                    12,163,508
                                                                                                                  ------------
              Puerto Rico - 1.9%
  4,000,000   Puerto Rico Commonwealth, Aqueduct &
                Sewer Revenue Bonds, Series A                                              9.0%      7/1/2009        5,267,920(c)
  2,000,000   Puerto Rico Commonwealth, Unlimited Tax
                General Obligation Bonds                                                  6.45%      7/1/2017        2,113,500
  3,000,000   Puerto Rico Electric Power Authority,
                Power Revenue Bonds, Series T                                              6.0%      7/1/2016        3,058,860
  1,500,000   University of Puerto Rico, University System
                Revenue Bonds, Series M                                                   5.25%      6/1/2025        1,412,115(b)
                                                                                                                  ------------
                                                                                                                    11,852,395
                                                                                                                  ------------
              South Carolina - 1.4%
  2,000,000   Greenville, South Carolina, Hospital System, Hospital Facility
                Revenue Bonds, Series A                                                    7.5%      5/1/2016        2,061,540(c,e)
  2,000,000   Piedmont Municipal Power Agency, South Carolina, Electric
                Revenue Refunding Bonds, Series 1991                                      6.25%      1/1/2021        2,154,280(e)
  5,000,000   Piedmont Municipal Power Agency, South Carolina, Electric
                Revenue Refunding Bonds                                                    5.0%      1/1/2022        4,452,150(e)
                                                                                                                  ------------
                                                                                                                     8,667,970
                                                                                                                  ------------
              Tennessee - 0.3%
  1,750,000   Bristol, Tennessee, Health and Educational Facilities Authority,
                Bristol Memorial Hospital Revenue Bonds                                    7.0%      9/1/2021        1,982,663(c,e)
                                                                                                                  ------------
              Texas - 9.9%
  2,165,000   Arlington, Texas, Independent School District, Unlimited
                Tax Refunding & Improvement Bonds, Series 1992                     Zero Coupon      2/15/2009        1,042,209(i)
  1,000,000   Austin, Texas, Utility System Revenue Refunding Bonds                        6.0%    11/15/2013        1,061,430(e)
  7,000,000   Austin, Texas, Utility System Revenue Refunding Bonds,
                Series A                                                           Zero Coupon     11/15/2008        3,473,260(b)
  8,100,000   Austin, Texas, Utility System Revenue Refunding Bonds,
                Series A                                                           Zero Coupon     11/15/2009        3,756,942(b)
  1,575,000   Bexar County, Texas, Limited Tax General Obligation Bonds                    5.0%     6/15/2015        1,457,962
  2,500,000   Bexar Metropolitan Water District, Texas, Waterworks
                System Revenue Bonds, Series 1994                                          5.0%      5/1/2019        2,295,600(c,d)
  1,000,000   Brazos River Authority, Texas, Collateralized Revenue
                Refunding Bonds, (Houston Lighting & Power Co.),
                1988 Series B                                                             8.25%      5/1/2015        1,092,020
  2,000,000   Brazos River Authority, Texas, Houston Lighting & Power Co.,
                Revenue Refunding Bonds                                                   8.25%      5/1/2015        2,190,460(b)
  2,000,000   Copperas Cove, Texas, Independent School District, Unlimited
                Tax General Obligation Bonds                                               6.9%     8/15/2014        2,313,460(c,i)
  1,000,000   Dallas-Fort Worth, Texas, Airport Joint Revenue
                Refunding Bonds                                                          7.375%     11/1/2008        1,157,000(e)
  1,000,000   Dallas-Fort Worth, Texas, Airport Joint Revenue
                Refunding Bonds                                                          7.375%     11/1/2009        1,150,300(e)
  2,000,000   Dallas-Fort Worth, Texas, Airport Joint Revenue
                Refunding Bonds                                                          7.375%     11/1/2010        2,300,600(e)
  3,000,000   Dallas-Fort Worth, Texas, Airport Joint Revenue
                Refunding Bonds,
                Series 1985                                                              9.125%     11/1/2015        3,075,000
  4,000,000   Dallas-Fort Worth, Texas, Airport Joint Revenue Refunding Bonds,
                Series 1994-A                                                              6.0%     11/1/2012        4,134,640(b)
  2,285,000   Denton, Texas, Independent School District, Unlimited
                Tax General Obligation Refunding Bonds                                    6.25%     2/15/2009        2,492,181(i)
  1,000,000   Georgetown, Texas, Higher Education Finance Corp., Higher
                Education Revenue Bonds, Series 1994,
                (Southwestern University Project)                                          6.3%     2/15/2014        1,030,420
  2,250,000   Harris County, Texas, Toll Road, Sr. Lien Bonds, Series A                  6.375%     8/15/2024        2,374,560(b)
  1,750,000   Harris County, Texas, Toll Road, Unlimited Tax & Subordinated Lien,
                Revenue Refunding Bonds, Series 1988                                     8.125%      8/1/2015        1,955,888(c)
  1,295,000   Houston, Texas, Housing Finance Corp., Single Family
                Mortgage Revenue Bonds, Series 1983                                       10.0%     9/15/2014        1,294,935
  1,280,000   Houston, Texas, Water & Sewer Systems, Exchange Pre-Refunded
                Jr. Lien Revenue Bonds                                                   9.375%     12/1/2013        1,311,027(c,e)
    220,000   Houston, Texas, Water & Sewer Systems, Exchange Pre-Refunded
                Jr. Lien Revenue Bonds                                                   9.375%     12/1/2013          225,333(c,e)
  3,000,000   Leander Independent School District, Texas, (Travis and
                Williamson Counties), Unlimited Tax School Building and
                Refunding Bonds, Series 1994-A                                             6.0%     8/15/2018        3,048,750(i)
  1,000,000   Lower Colorado River Authority, Priority Refunding Revenue
                Bonds, Series 1985                                                         9.5%      1/1/2011        1,028,840(c)
  1,845,000   San Antonio, Texas, Airport Revenue Refunding Bonds                        7.375%      7/1/2010        2,102,986(d)
  1,000,000   San Antonio, Texas, Airport Revenue Refunding Bonds                        7.375%      7/1/2011        1,139,830(d)
 11,615,000   Southeastern Texas Housing Finance Corp., Single Family
                Mortgage Revenue Bonds                                             Zero Coupon       9/1/2017        3,095,978(c)
  4,315,000   Texas State, Veterans Land Board General Obligation Bonds                   0.05%      7/1/2010        1,914,091(c)
  2,500,000   Travis County, Texas, Housing Finance Corporation, Single
                Family Mortgage Revenue Refunding Bonds, Series 1994-A                    6.75%      4/1/2014        2,629,900
  3,650,000   Willis, Texas, Independent School District, Refunding Bonds                  6.5%     2/15/2016        3,861,153(i)
  1,175,000   Wylie, Texas, Independent School District, (Collin County),
                Unlimited Tax Building & Refunding Bonds, Series 1994                    6.875%     8/15/2014        1,339,829(i)
                                                                                                                  ------------
                                                                                                                    61,346,584
                                                                                                                  ------------
              Utah - 1.4%
  1,000,000   Intermountain Power Agency, Utah, Power Supply
                Revenue Bonds, Series A                                                    6.0%      7/1/2009        1,007,130(b)
  2,445,000   St. George-Washington County, Utah, Water Revenue
                Refunding Bonds, Series 1993                                             5.375%      6/1/2016        2,355,048(d)
  3,750,000   Utah Associated Municipal Power Systems, San Juan Project
                Revenue Bonds, Series O                                                   6.25%      6/1/2014        3,911,925(b)
  1,580,000   West Valley City, Utah, Municipal Building Authority, Lease
                Refunding Bonds                                                            6.0%     1/15/2010        1,631,966(b)
                                                                                                                  ------------
                                                                                                                     8,906,069
                                                                                                                  ------------
              Virginia - 2.7%
  3,000,000   Fairfax County, Virginia, Economic Development Authority,
                Lease Revenue Bonds, (Government Center Properties),
                Series 1994                                                                5.5%     5/15/2014        2,969,010
  1,200,000   Norfolk, Virginia, Water Revenue Bonds, Series 1995                        5.375%     11/1/2023        1,128,228(d)
  4,000,000   Upper Occoquan Sewage Authority, Virginia, Regional Sewerage
                System Revenue Refunding Bonds, Series 1993                                5.0%      7/1/2021        3,619,600(e)
  4,300,000   Virginia Housing Development Authority, Commonwealth
                Mortgage Bonds, 1994 Series H, Subseries H-2                               6.5%      1/1/2014        4,461,981
  2,000,000   Virginia State, Unlimited Tax General Obligation Bonds                       6.5%      6/1/2015        2,176,300
  2,000,000   Winchester Industrial Development Authority, Virginia
                (Winchester Medical Center), Hospital Revenue Bonds                      8.125%      1/1/2014        2,053,500(c)
                                                                                                                  ------------
                                                                                                                    16,408,619
                                                                                                                  ------------
              Washington - 5.4%
  1,655,000   Douglas County, Washington, Public Utility District #1, Wells
                Hydroelectric Revenue Bonds, Series A                                     8.75%      9/1/2018        2,213,563(c)
  1,395,000   Douglas County, Washington, Public Utility District #1, Wells
                Hydroelectric Revenue Bonds, Series A                                     8.75%      9/1/2018        1,776,630
  2,000,000   Grant County, Washington, Public Utility District No. 2,
                Columbia River, Priest Rapids Hydro Electric Development
                Project, Second Series Revenue Bonds, Series A                             5.0%      1/1/2023        1,767,460(d)
  5,000,000   King County, Washington, Unlimited Tax General Obligation
                Bonds, Series A                                                           6.75%     12/1/2009        5,505,350(c)
  2,015,000   Tacoma, Washington, Utilities Refuse Revenue Bonds                         6.625%     12/1/2011        2,140,857(b)
  5,000,000   Washington State Public Power Supply System, Nuclear
                Project No. 1, Revenue Refunding Bonds                                     7.5%      7/1/2015        5,428,050
  1,000,000   Washington State Public Power Supply System, Nuclear
                Project No. 3, Revenue Refunding Bonds                                    7.25%      7/1/2015        1,121,860(c,e)
  2,500,000   Washington State Public Power Supply System, Nuclear
                Project No. 3, Revenue Refunding Bonds, Series B                   Zero Coupon       7/1/2010        1,067,375(b)
  1,500,000   Washington State, Unlimited Tax General Obligation Bonds,
                Series A                                                                  6.25%      2/1/2011        1,636,065
  3,000,000   Washington State, Unlimited Tax General Obligation Bonds,
                Series 93-A                                                               5.75%     10/1/2012        3,058,470
  2,400,000   Washington State, Unlimited Tax General Obligation Bonds                     6.7%      6/1/2016        2,651,568(c)
  2,000,000   Washington State, Unlimited Tax General Obligation Bonds                     6.0%      6/1/2012        2,092,180
  2,500,000   Washington State, Various Purpose General Obligation Bonds                  6.25%      6/1/2010        2,707,125
                                                                                                                  ------------
                                                                                                                    33,166,553
                                                                                                                  ------------
              Wisconsin - 1.0%
  4,315,000   State of Wisconsin, Clean Water Revenue Bonds, 1995 Series 1                 5.8%      6/1/2015        4,365,313
  2,000,000   Wisconsin Health and Education Facilities Authority,
                Revenue Bonds, (Sisters of the Sorrowful Mother-Ministry
                Corporation), Series 1993-D                                                5.4%     8/15/2013        1,926,800(b)
                                                                                                                  ------------
                                                                                                                     6,292,113
                                                                                                                  ------------
              Wyoming - 0.4%
  2,500,000   State of Wyoming Farm Loan Board, Capital Facilities Revenue
                Bonds, Series 1994                                                         6.1%      4/1/2024        2,580,250
                                                                                                                 ------------
                  Total Long-Term Municipal Securities (cost $574,789,161)                                         615,637,876
                                                                                                                 ------------
              SHORT-TERM MUNICIPAL SECURITIES - 0.2% (a,j)
  $600,000    Berkeley County, South Carolina, (Amoco Chemical Co. Project),
                Pollution Control Revenue Refunding Bonds, Series 1994                     3.9%     11/1/1995          600,000
    500,000   Maricopa County, Arizona Pollution Control Corp., Pollution
                Control Revenue Refunding Bonds, (Arizona Public Service Co.
                Palo Verde Project), 1994 Series E                                        3.95%     11/1/1995          500,000
    100,000   Maricopa County, Arizona Pollution Control Corp., Pollution
                Control Revenue Refunding Bonds, (Arizona Public Service Co.
                Palo Verde Project), 1994 Series B                                         3.9%     11/1/1995          100,000
                                                                                                                  ------------
                  Total Short-Term Municipal Securities (at amortized cost)                                          1,200,000
                                                                                                                  ------------
                  Total Investments (cost $575,989,161)                                                           $616,837,876(l)
                                                                                                                  ============

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total investments of the Lutheran Brotherhood Municipal Bond Fund.
(b) Insured by Municipal Bond Investors Assurance Corp.
(c) Denotes securities that have been pre-refunded or escrowed to maturity. Under such an arrangement, money is deposited into an
    irrevocable escrow account and is used to purchase U.S. Treasury securities or Government Agency securities with maturing
    principal and interest earnings sufficient to pay all debt service requirements of the pre-refunded bonds. Because the original
    bonds assume a quality rating equivalent to the escrowed U.S. Government securities, they are considered to be U.S. Government
(d) Insured by AMBAC Indemnity Corp.
(e) Insured by Financial Guaranty Insurance Co.
(f) Insured by Connie Lee Insurance Co.
(g) Insured by Financial Security Assurance, Inc.
(h) Insured by Federal Housing Administration.
(i) Insured by Permanent School Fund Guarantee.
(j) Denotes variable rate obligations for which the current yield and next scheduled interest reset date are shown.
(k) Denotes investments purchased on a when-issued basis.
(l) At October 31, 1995, the aggregate cost of securities for federal income tax purposes was $576,019,044 and the net unrealized
    appreciation of investments based on that cost was $40,818,832 which is comprised of $42,747,802 aggregate gross unrealized
    appreciation and $1,928,970 aggregate gross unrealized depreciation.


                        The accompanying notes are an integral part of the financial statements.
</TABLE>




<TABLE>
<CAPTION>
Lutheran Brotherhood Money Market Fund
Portfolio of Investments
October 31, 1995

  Principal                                                                         Maturity
    Amount                                                                            Rate         Date        Value
- --------------                                                                      ---------   ---------  -------------
<S>              <C>                                                                   <C>       <C>       <C>             <C>
                 BANKER'S ACCEPTANCES - 5.8% (a)
   $6,767,062    Banker's Trust Co., New York                                          5.72%     12/27/95  $  6,706,850
    5,000,000    First Bank, N.A., Minneapolis                                         5.60%       2/8/96     4,923,000
    5,000,000    First Bank, N.A., Minneapolis                                         5.65%      2/13/96     4,918,389
    3,126,226    Republic National Bank of New York                                    5.65%     12/22/95     3,101,203
                                                                                                           ------------
                       Total Banker's Acceptances                                                            19,649,442
                                                                                                           ------------
                 COMMERCIAL PAPER - 75.3% (a)
                 Banking-Domestic - 2.9%
    3,000,000    Norwest Corp                                                          5.50%      12/7/95     2,983,500
    4,000,000    Norwest Corp                                                          5.67%      2/23/96     3,928,180
    3,000,000    Norwest Corp                                                          5.57%      11/8/95     2,996,751
                                                                                                           ------------
                                                                                                              9,908,431
                                                                                                           ------------
                 Banking-Foreign - 17.5%
    5,000,000    Accor S.A., (Banque National de Paris,
                    Direct Pay Letter of Credit)                                       5.68%      12/7/95     4,971,600
    5,000,000    Accor S.A., (Banque National de Paris,
                    Direct Pay Letter of Credit)                                       5.70%     11/30/95     4,977,042
    3,500,000    Accor S.A., (Banque National de Paris,
                    Direct Pay Letter of Credit)                                       5.73%      1/25/96     3,452,648
    5,000,000    Finance One Funding Corp., (Credit Suisse,
                    Direct Pay Letter of Credit)                                       5.95%      11/7/95     4,995,042
    5,000,000    Finance One Funding Corp., (Credit Suisse,
                    Direct Pay Letter of Credit)                                       5.80%      1/17/96     4,937,972
    5,000,000    FPL Fuels, Inc., (Barclay's Bank, plc,
                    Direct Pay Letter of Credit)                                       5.73%     11/27/95     4,979,308
    5,000,000    PEMEX Capital, Inc., (Swiss Bank Corp., plc,
                    Direct Pay Letter of Credit)                                       5.73%      12/4/95     4,973,738
    5,000,000    Sheffield Receivables Corp., (Barclay's Bank)                         5.69%     11/14/95     4,989,726
    5,000,000    Sheffield Receivables Corp., (Barclay's Bank)                         5.69%     11/17/95     4,987,355
   16,000,000    UBS Finance (Delaware), Inc, (Union Bank of Switzerland)              5.90%      11/1/95    16,000,000
                                                                                                           ------------
                                                                                                             59,264,431
                                                                                                           ------------
                 Computer & Office Equipment - 2.9%
    5,000,000    Electronic Data Systems Corp                                          5.71%      1/25/96     4,932,590
    5,000,000    Electronic Data Systems Corp                                          5.62%     12/15/95     4,965,656
                                                                                                           ------------
                                                                                                              9,898,246
                                                                                                           ------------
                 Cosmetics & Toiletries - 2.9%
    5,000,000    Unilever Capital Corp                                                 5.77%      11/1/95     5,000,000
    5,000,000    Unilever Capital Corp                                                 5.70%     12/14/95     4,965,958
                                                                                                           ------------
                                                                                                              9,965,958
                                                                                                           ------------
                 Drugs & Healthcare - 2.6%
    5,000,000    Schering Corp                                                         5.64%      2/27/96     4,907,567
    4,000,000    Schering Corp                                                         5.58%      4/11/96     3,899,560
                                                                                                           ------------
                                                                                                              8,807,127
                                                                                                           ------------
                 Education - 2.4%
    3,900,000    Harvard University                                                    5.88%      11/1/95     3,900,000
    4,000,000    Leland H. Stanford Jr. University                                     5.67%     12/20/95     3,969,130
                                                                                                           ------------
                                                                                                              7,869,130
                                                                                                           ------------
                 Finance-Automotive - 1.5%
    5,000,000    Ford Motor Credit Co                                                  5.67%      12/1/95     4,976,375
                                                                                                           ------------
                 Finance-Commercial - 3.7%
    1,500,000    CIT Group Holdings, Inc                                               5.70%     11/17/95     1,496,200
    5,000,000    CIT Group Holdings, Inc                                               5.62%     12/21/95     4,960,972
    2,500,000    General Electric Capital Corp                                         5.62%       2/2/96     2,463,704
    3,700,000    PACCAR Financial Corp                                                 5.68%     11/29/95     3,683,654
                                                                                                           ------------
                                                                                                             12,604,530
                                                                                                           ------------
                 Finance-Consumer - 5.8%
    5,000,000    Associates Corp. of North America                                     5.68%       2/9/96     4,921,111
    5,000,000    Associates Corp. of North America                                     5.68%     11/20/95     4,985,011
    5,000,000    AVCO Financial Services, Inc                                          5.66%      11/2/95     4,999,214
    5,000,000    AVCO Financial Services, Inc                                          5.70%       2/1/96     4,927,167
                                                                                                           ------------
                                                                                                             19,832,503
                                                                                                           ------------
                 Finance-Structured - 12.0%
    5,000,000    Ciesco, L.P.                                                          5.72%     11/28/95     4,978,550
    5,000,000    CXC, Inc                                                              5.61%     12/15/95     4,965,717
    5,000,000    Delaware Funding Corp                                                 5.68%      11/2/95     4,999,211
    4,000,000    Delaware Funding Corp                                                 5.68%     11/22/95     3,986,747
    5,000,000    New Center Asset Trust                                                5.72%     11/21/95     4,984,111
    5,000,000    New Center Asset Trust                                                5.77%      11/7/95     4,995,192
    5,000,000    New Center Asset Trust                                                5.76%     11/13/95     4,990,400
    1,975,000    Preferred Receivables Funding Corp                                    5.74%     12/13/95     1,961,774
    5,000,000    Preferred Receivables Funding Corp                                    5.77%      11/8/95     4,994,390
                                                                                                           ------------
                                                                                                              40,856,092
                                                                                                           ------------
                 Financial Services - 4.4%
    5,000,000    American Express Credit Corp                                          5.66%      12/7/95     4,971,700
    5,000,000    American Express Credit Corp                                          5.75%      11/9/95     4,993,611
    5,000,000    American Express Credit Corp                                          5.70%     12/14/95     4,965,958
                                                                                                           ------------
                                                                                                             14,931,269
                                                                                                           ------------
                 Food & Beverage - 3.5%
    2,000,000    Coca-Cola Co                                                          5.77%      11/6/95     1,998,397
    5,000,000    CPC International, Inc                                                5.67%      2/13/96     4,918,100
    5,000,000    CPC International, Inc                                                5.71%      12/5/95     4,973,036
                                                                                                           ------------
                                                                                                             11,889,533
                                                                                                           ------------
                 Household Products - 1.5%
    5,000,000    Colgate-Palmolive Co                                                  5.55%     11/30/95     4,977,646
                                                                                                           ------------
                 Industrial - 5.9%
    5,000,000    Du Pont (E.I.) de Nemours and Co                                      5.63%      2/16/96     4,916,332
    5,000,000    Great Lakes Chemical Corp                                             5.73%     11/20/95     4,984,879
    5,000,000    Monsanto Co                                                           5.70%     12/12/95     4,967,542
    5,000,000    Motorola Credit Corp                                                  5.80%      11/9/95     4,993,555
                                                                                                           ------------
                                                                                                             19,862,308
                                                                                                           ------------
                 Insurance - 1.5%
    5,000,000    Prudential Funding Corp                                               5.64%     12/26/95$   4,956,917
                                                                                                           ------------
                 Oil & Gas - 2.9%
    5,000,000    Chevron Transport Corp., (Guaranteed by Chevron Corp.)                5.75%      12/1/95     4,976,042
    5,000,000    Chevron Transport Corp., (Guaranteed by Chevron Corp.)                5.70%     12/22/95     4,959,625
                                                                                                           ------------
                                                                                                              9,935,667
                                                                                                           ------------
                 Telecommunications - 1.4%
    5,000,000    AT&T Corp                                                             5.57%      2/21/96     4,913,355
                                                                                                           ------------
                       Total Commerical Paper                                                               255,449,518
                                                                                                           ------------
                 CERTIFICATES OF DEPOSIT - 7.7% (a)
                 Euro Dollar - 6.5%
    5,000,000    ABN AMRO Bank, N.V                                                    5.73%      3/13/96     4,998,913
    5,000,000    ABN AMRO Bank, N.V                                                    5.77%      12/5/95     5,000,046
    2,000,000    Banque Nationale de Paris                                             7.18%       2/7/96     2,005,862
    5,000,000    Harris Trust & Savings Bank, Chicago                                  5.74%     11/14/95     4,999,963
    5,000,000    National Westminster Bank, plc                                        5.63%     12/13/95     4,999,280
                                                                                                           ------------
                                                                                                             22,004,064
                                                                                                           ------------
                 Yankee Dollar - 1.2%
    4,000,000    National Westminster Bank, plc                                        5.77%      12/6/95     4,000,077
                                                                                                           ------------
                       Total Certificates of Deposit                                                         26,004,141
                                                                                                           ------------
                 VARIABLE RATE NOTES - 10.3% (a,b)
    8,000,000    Boatsmen's National Bank of St. Louis, Bank Note                      5.86%     11/13/95     8,000,000
   10,000,000    Illinois Student Assistance Commission, (Student Loan Market
                    Association, Direct Pay Letter of Credit)                          5.81%      11/8/95    10,000,000
    7,000,000    Leland H. Stanford Jr. University                                     5.78%      11/1/95     7,000,000
   10,000,000    Wachovia Bank of North Carolina, N.A                                  5.81%      11/8/95    10,000,000
                                                                                                           ------------
                       Total Variable Rate Notes                                                             35,000,000
                                                                                                           ------------
                 CORPORATE NOTES - 0.9% (a)
    3,000,000    General Electric Capital Corp                                         5.25%     11/15/95     2,999,160
                                                                                                           ------------
                       Total Investments (at amortized cost)                                               $339,102,261 (c)
                                                                                                           ============

Notes to Portfolio of Investments:
- ----------------------------------
(a) The categories of investments are shown as a percentage of total investments of the Lutheran Brotherhood
Money Market Fund.
(b) Denotes variable rate obligations for which the current yield and the next scheduled interest reset date
are shown.
(c) Also represents cost for federal income tax purposes.

The accompanying notes are an integral part of the financial statements.

</TABLE>



<TABLE>
<CAPTION>
            Lutheran Brotherhood Opportunity Growth Fund
                    Financial Statements

            Statement of Assets and Liabilities
                    October 31, 1995

<S>                                                       <C>
ASSETS:
   Investments in securities, at value
      (cost, $161,205,555)                                $169,947,387
   Cash                                                         63,443
   Receivable for investment securities sold                10,444,667
   Dividend and interest receivable                             24,371
   Unamortized organization costs                               21,654
                                                          ------------
         Total assets                                      180,501,522
                                                          ------------

LIABILITIES:
   Payable for investment securities purchased              14,710,202
   Accrued expenses                                            108,423
                                                          ------------
         Total liabilities                                  14,818,625
                                                          ------------
NET ASSETS                                                $165,682,897
                                                          ============

NET ASSETS CONSIST OF:
   Trust capital (11,975,639 shares of beneficial
      interest outstanding)                               $123,874,411
   Accumulated net realized gain from sale
      of investments                                        33,066,654
   Unrealized net appreciation of investments                8,741,832
                                                          ------------
NET ASSETS                                                $165,682,897
                                                          ============

Net asset value and redemption price per share
   ($165,682,897 (divided by) 11,975,639 shares of beneficial
   interest outstanding)                                        $13.83
                                                                ======

Maximum public offering price per share
   ($13.83 (divided by) 0.95 for a 5% sales charge)             $14.56
                                                                ======
</TABLE>

<TABLE>
<CAPTION>
                    Statement of Operations
                  Year Ended October 31, 1995

<S>                                                        <C>
INVESTMENT INCOME:
Income--
   Dividend income                                        $     91,852
   Interest income                                             622,114
                                                          ------------
      Total income                                             713,966
                                                          ------------

Expenses--
   Investment advisory fee                                     938,166
   Transfer agent services                                     582,903
   Custodian fee                                               103,883
   Administrative personnel and services                        33,788
   Printing and postage                                        120,917
   Trust share registration costs                               34,289
   Auditing fees                                                 9,301
   Legal fees                                                      750
   Trustees' fees                                                8,246
   Amortization of organization costs                            9,855
   Miscellaneous                                                 7,908
                                                          ------------
      Total expenses                                         1,850,006
                                                          ------------
      Net investment loss                                   (1,136,040)
                                                          ------------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS:
Net realized gain on investment transactions                38,531,937
Net change in unrealized appreciation
   of investments                                           (4,581,612)
                                                          ------------
      Net gain on investments                               33,950,325
                                                          ------------
Net increase in net assets resulting
   from operations                                        $ 32,814,285
                                                          ============
</TABLE>


<TABLE>
<CAPTION>
                            Statement of Changes in Net Assets
                           Years Ended October 31, 1995 and 1994

                                                                           Year                Year
                                                                          Ended               Ended
                                                                        10/31/95            10/31/94
                                                                      ------------        ------------
<S>                                                                   <C>                 <C>
OPERATIONS:
Net investment loss                                                   $ (1,136,040)       $   (578,480)
Net realized gain (loss) on investments                                 38,531,937          (2,536,890)
Net change in unrealized appreciation or depreciation
   of investments                                                       (4,581,612)          6,777,510
                                                                      ------------        ------------
      Net increase in net assets resulting from operations              32,814,285           3,662,140
                                                                      ------------        ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        50,139,416          60,409,075
Cost of shares redeemed                                                (16,847,223)         (5,340,158)
                                                                      ------------        ------------
      Net increase in net assets from trust share transactions          33,292,193          55,068,917
                                                                      ------------        ------------
      Net increase in net assets                                        66,106,478          58,731,057

NET ASSETS:
Beginning of period                                                     99,576,419          40,845,362
                                                                      ------------        ------------
End of period                                                         $165,682,897        $ 99,576,419
                                                                      ============        ============

              The accompanying notes are an integral part of the financial statements.
</TABLE>


<TABLE>
<CAPTION>
             Lutheran Brotherhood World Growth Fund
                      Financial Statements

                Statement of Assets and Liabilities
                           October 31, 1995

<S>                                                        <C>
ASSETS:
   Investments in securities, at value
      (cost $14,407,661)                                  $ 14,273,945
   Cash (including foreign currency
      holdings of $112,263)                                    120,924
   Dividend and interest receivable                             26,580
   Unamortized organization costs                               53,027
                                                          ------------
         Total assets                                       14,474,476
                                                          ------------

LIABILITIES:
   Payable for investment securities purchased                 420,507
   Unrealized depreciation of foreign
      currency contracts held                                    1,353
   Accrued expenses                                             11,055
   Due to affiliates                                            73,530
                                                          ------------
         Total liabilities                                     506,445
                                                          ------------
NET ASSETS                                                $ 13,968,031
                                                          ============

NET ASSETS CONSIST OF:
   Trust capital (1,654,196 shares of beneficial
      interest outstanding)                               $ 14,085,799
   Undistributed net investment income                          18,920
   Accumulated net realized loss from sale of
      investments and foreign currency transactions             (1,661)
   Unrealized net depreciation of investments and
      on translation of assets and liabilities in
      foreign currencies                                      (135,027)
                                                          ------------
NET ASSETS                                                $ 13,968,031
                                                          ============

Net asset value and redemption price per share
   ($13,968,031 (divided by) 1,654,196 shares of beneficial
   interest outstanding)                                        $ 8.44
                                                                ======

Maximum public offering price per share
($8.44 (divided by) 0.95 for a 5% sales charge)                 $ 8.88
                                                                ======
</TABLE>


<TABLE>
<CAPTION>
                      Statement of Operations
       For the period from September 5, 1995 to October 31, 1995
<S>                                                          <C>
INVESTMENT INCOME:
Income--
   Dividend income (net of foreign taxes of $3,271)          $  19,825
   Interest income                                              30,743
                                                             ---------
      Total income                                              50,568
                                                             ---------

Expenses--
   Investment advisory fee                                      17,787
   Transfer agent services                                       4,983
   Custodian fee                                                 2,846
   Administrative personnel and services                           356
   Printing and postage                                          1,462
   Trust share registration costs                                8,534
   Auditing fees                                                 2,500
   Trustees' fees                                                  818
   Amortization of organization costs                            1,878
                                                             ---------
      Total expenses before
         expense reimbursement                                  41,164
      Expense reimbursement from
         investment advisor                                    (13,415)
                                                             ---------
      Net expenses                                              27,749
                                                             ---------
      Net investment income                                     22,819
                                                             ---------

REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS AND
   FOREIGN CURRENCY:
Net realized loss on investment transactions                      (385)
Net realized loss on foreign currency transactions              (5,175)
                                                             ---------
Net realized loss on investments and
   foreign currency transactions                                (5,560)
Net change in unrealized depreciation of investments          (133,716)
Net change in unrealized depreciation on
   translation of assets and liabilities in
   foreign currencies                                           (1,311)
                                                             ---------
Net change in unrealized depreciation of investments
   and on translation of assets and liabilities in
   foreign currencies                                         (135,027)
                                                             ---------
      Net loss on investments and foreign currency            (140,587)
                                                             ---------
      Net change in net assets resulting
         from operations                                     $(117,768)
                                                             =========
</TABLE>


<TABLE>
<CAPTION>
                        Statement of Changes in Net Assets
            For the period from September 5, 1995 to October 31, 1995

<S>                                                                     <C>
OPERATIONS:
Net investment income                                                   $    22,819
Net realized loss on investments
   and foreign currency transactions                                         (5,560)
Net change in unrealized depreciation of investments and
   on translation of assets and liabilities in foreign currencies          (135,027)
                                                                       ------------
      Net change in net assets resulting from operations                   (117,768)
                                                                       ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                         14,107,250
Cost of shares redeemed                                                     (21,451)
                                                                       ------------
      Net change in net assets from trust share transactions             14,085,799
                                                                       ------------
      Net change in net assets                                           13,968,031

NET ASSETS:
Beginning of period                                                              --
                                                                       ------------
End of period (including undistributed net investment
   income of $18,920)                                                  $ 13,968,031
                                                                       ============

      The accompanying notes are an integral part of the financial statements.
</TABLE>


<TABLE>
<CAPTION>
                  Lutheran Brotherhood Fund
                    Financial Statements

              Statement of Assets and Liabilities
                        October 31, 1995

<S>                                                       <C>
ASSETS:
   Investments in securities, at value
      (cost, $553,908,269)                                $639,534,225
   Cash                                                         88,287
   Receivable for investment securities sold                 9,803,797
   Dividend and interest receivable                            887,351
                                                          ------------
         Total assets                                      650,313,660
                                                          ------------

LIABILITIES:
   Payable for investment securities purchased               4,577,605
   Accrued expenses                                            234,472
                                                          ------------
         Total liabilities                                   4,812,077
                                                          ------------
NET ASSETS                                                $645,501,583
                                                          ============

NET ASSETS CONSIST OF:
   Trust capital ( 30,463,515 shares of beneficial
      interest outstanding)                               $516,438,302
   Undistributed net investment income                         487,824
   Accumulated net realized gain from sale
      of investments                                        42,949,501
   Unrealized net appreciation of investments               85,625,956
                                                          ------------
NET ASSETS                                                $645,501,583
                                                          ============

Net asset value and redemption price per share
   ($645,501,583 (divided by) 30,463,515 shares of beneficial
   interest outstanding)                                        $21.19
                                                                ======

Maximum public offering price per share
   ($21.19 (divided by) 0.95 for a 5% sales charge)             $22.31
                                                                ======
</TABLE>


<TABLE>
<CAPTION>
                    Statement of Operations
                  Year Ended October 31, 1995

<S>                                                       <C>
INVESTMENT INCOME:
Income--
   Dividend income                                        $ 10,131,860
   Interest income                                           2,440,562
                                                          ------------
      Total income                                          12,572,422
                                                          ------------

Expenses--
   Investment advisory fee                                   3,726,938
   Transfer agent services                                   1,478,056
   Custodian fee                                               148,703
   Administrative personnel and services                       144,572
   Printing and postage                                        297,086
   Trust share registration costs                               36,777
   Auditing fees                                                26,299
   Legal fees                                                    2,550
   Trustees' fees                                               16,246
   Miscellaneous                                                22,007
                                                          ------------
      Total expenses                                         5,899,234
                                                          ------------
      Net investment income                                  6,673,188
                                                          ------------

REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
Net realized gain on investment transactions                45,978,881
Net realized gain on closed or expired
   option contracts written                                    228,303
                                                          ------------
Net realized gain on investments                            46,207,184
Net change in unrealized appreciation of investments        61,523,937
                                                          ------------
      Net gain on investments                              107,731,121
                                                          ------------
      Net increase in net assets resulting
         from operations                                  $114,404,309
                                                          ============
</TABLE>


<TABLE>
<CAPTION>
                          Statement of Changes in Net Assets
                         Years Ended October 31, 1995 and 1994
                                                                          Year                Year
                                                                         Ended               Ended
                                                                        10/31/95            10/31/94
                                                                      ------------        ------------
<S>                                                                   <C>                 <C>
OPERATIONS:
Net investment income                                                 $  6,673,188        $  5,841,017
Net realized gain on investments                                        46,207,184             618,391
Net change in unrealized appreciation or depreciation
   of investments                                                       61,523,937          (6,424,063)
                                                                      ------------        ------------
      Net increase in net assets resulting from operations             114,404,309              35,345
                                                                      ------------        ------------

DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                   (6,749,604)         (5,815,515)
Net realized gain on investments                                           (88,151)        (27,442,253)
                                                                      ------------        ------------
      Total distributions                                               (6,837,755)        (33,257,768)
                                                                      ------------        ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        51,345,084          69,538,644
Reinvested dividend distributions                                        6,678,353          32,585,242
Cost of shares redeemed                                                (68,673,955)        (47,593,035)
                                                                      ------------        ------------
      Net change in net assets from trust share transactions           (10,650,518)         54,530,851
                                                                      ------------        ------------
      Net increase in net assets                                        96,916,036          21,308,428

NET ASSETS:
Beginning of period                                                    548,585,547         527,277,119
                                                                      ------------        ------------
End of period (including undistributed net investment
   income of $487,824 and $606,949, respectively)                     $645,501,583        $548,585,547
                                                                      ============        ============

          The accompanying notes are an integral part of the financial statements.
</TABLE>


<TABLE>
<CAPTION>
           Lutheran Brotherhood High Yield Fund
                   Financial Statements

             Statement of Assets and Liabilities
                     October 31, 1995

<S>                                                        <C>
ASSETS:
   Investments in securities, at value
      (cost, $573,381,125)                                $580,851,784
   Cash                                                         16,422
   Receivable for investment securities sold                 5,183,828
   Interest and dividend receivable                          8,533,376
                                                          ------------
         Total assets                                      594,585,410
                                                          ------------

LIABILITIES:
   Payable for investment securities purchased                  81,556
   Accrued expenses                                            166,944
                                                          ------------
         Total liabilities                                     248,500
                                                          ------------
NET ASSETS                                                $594,336,910
                                                          ============

NET ASSETS CONSIST OF:
   Trust capital (65,816,585 shares of beneficial
      interest outstanding)                               $599,543,671
   Undistributed net investment income                       2,046,167
   Accumulated net realized loss from sale
      of investments                                       (14,723,587)
   Unrealized net appreciation of investments                7,470,659
                                                          ------------
NET ASSETS                                                $594,336,910
                                                          ============

Net asset value and redemption price per share
   ($594,336,910 (divided by) 65,816,585 shares of beneficial
   interest outstanding)                                       $ 9.03
                                                               ======

Maximum public offering price per share
   ($9.03 (divided by) 0.95 for a 5% sales charge)             $ 9.51
                                                               ======
</TABLE>


<TABLE>
<CAPTION>
                  Statement of Operations
                Year Ended October 31, 1995

<S>                                                       <C>
INVESTMENT INCOME:
Income--
   Interest income                                       $ 51,645,758
   Dividend income                                          5,205,917
                                                         ------------
      Total income                                         56,851,675
                                                         ------------

Expenses--
   Investment advisory fee                                  3,509,710
   Transfer agent services                                    944,128
   Custodian fee                                              155,718
   Administrative personnel and services                      136,969
   Printing and postage                                       219,181
   Trust share registration costs                              40,808
   Auditing fees                                               21,300
   Legal fees                                                   2,325
   Trustees' fees                                              11,745
   Miscellaneous                                               20,561
                                                         ------------
      Total expenses                                        5,062,445
                                                         ------------
      Net investment income                                51,789,230
                                                         ------------

REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
Net realized loss on investment transactions              (14,450,136)
Net change in unrealized appreciation of investments       30,065,533
                                                         ------------
      Net gain on investments                              15,615,397
                                                         ------------
      Net increase in net assets resulting
         from operations                                 $ 67,404,627
                                                         ============
</TABLE>


<TABLE>
<CAPTION>
                         Statement of Changes in Net Assets
                        Years Ended October 31, 1995 and 1994

                                                                           Year               Year
                                                                          Ended              Ended
                                                                        10/31/95            10/31/94
                                                                      ------------        ------------
<S>                                                                    <C>                <C>
OPERATIONS:
Net investment income                                                 $ 51,789,230        $ 42,426,404
Net realized gain (loss) on investment transactions                    (14,450,136)          3,337,327
Net change in unrealized appreciation or depreciation
   of investments                                                       30,065,533         (48,907,187)
                                                                      ------------        ------------
      Net change in net assets resulting from operations                67,404,627          (3,143,456)
                                                                      ------------        ------------

DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (52,185,840)        (41,113,817)
Net realized gain on investments                                        (3,034,747)           (910,565)
                                                                      ------------        ------------
      Total distributions                                              (55,220,587)        (42,024,382)
                                                                      ------------        ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                       117,628,453         134,871,201
Reinvested dividend distributions                                       37,541,814          29,484,219
Cost of shares redeemed                                                (72,649,892)        (59,833,947)
                                                                      ------------        ------------
      Net increase in net assets from trust share transactions          82,520,375         104,521,473
                                                                      ------------        ------------
      Net increase in net assets                                        94,704,415          59,353,635

NET ASSETS:
Beginning of period                                                    499,632,495         440,278,860
                                                                      ------------        ------------
End of period (including undistributed net investment
   income of  $2,046,167 and $2,442,777, respectively)                $594,336,910        $499,632,495
                                                                      ============        ============

          The accompanying notes are an integral part of the financial statements.
</TABLE>


<TABLE>
<CAPTION>
               Lutheran Brotherhood Income Fund
                      Financial Statements

                 Statement of Assets and Liabilities
                          October 31, 1995

<S>                                                      <C>
ASSETS:
   Investments in securities, at value
      (cost, $1,001,648,228)                            $1,017,960,884
   Cash                                                         76,939
   Receivable for investment securities sold                30,265,927
   Interest receivable                                      15,006,607
                                                        --------------
      Total assets                                       1,063,310,357
                                                        --------------

LIABILITIES:
   Payable for investment securities purchased             120,937,879
   Accrued expenses                                            230,787
                                                        --------------
      Total liabilities                                    121,168,666
                                                        --------------
NET ASSETS                                              $  942,141,691
                                                        ==============

NET ASSETS CONSIST OF:
   Trust capital (108,068,307 shares of beneficial
      interest outstanding)                             $  961,113,681
   Undistributed net investment income                       4,974,121
   Accumulated net realized loss from sale
      of investments                                       (40,258,767)
   Unrealized net appreciation of investments               16,312,656
                                                        --------------
NET ASSETS                                              $  942,141,691
                                                        ==============

Net asset value and redemption price per share
   ($942,141,691 (divided by) 108,068,307 shares of beneficial
   interest outstanding)                                       $ 8.72
                                                               ======

Maximum public offering price per share
($8.72 (divided by) 0.95 for a 5% sales charge)                $ 9.18
                                                               ======
</TABLE>


<TABLE>
<CAPTION>
                  Statement of Operations
                Year Ended October 31, 1995

<S>                                                      <C>
INVESTMENT INCOME:
Income--
   Interest income                                       $ 71,877,705
   Dividend income                                            442,165
                                                         ------------
      Total income                                         72,319,870
                                                         ------------

Expenses--
   Investment advisory fee                                  5,431,506
   Transfer agent services                                  1,398,946
   Custodian fee                                              184,283
   Administrative personnel and services                      215,922
   Printing and postage                                       306,529
   Trust share registration costs                              38,568
   Auditing fees                                               26,301
   Legal fees                                                   3,416
   Trustees' fees                                              19,246
   Miscellaneous                                               35,547
                                                         ------------
      Total expenses                                        7,660,264
                                                         ------------
      Net investment income                                64,659,606
                                                         ------------

REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
Net realized gain on investment transactions                9,303,656
Net realized loss on closed futures contracts                 (46,953)
                                                         ------------
Net realized gain on investments                            9,256,703
Net change in unrealized appreciation of investments       66,244,804
                                                         ------------
      Net gain on investments                              75,501,507
                                                         ------------
      Net increase in net assets resulting
         from operations                                 $140,161,113
                                                         ============
</TABLE>


<TABLE>
<CAPTION>
                         Statement of Changes in Net Assets
                        Years Ended October 31, 1995 and 1994

                                                                           Year                Year
                                                                          Ended               Ended
                                                                        10/31/95            10/31/94
                                                                      ------------        ------------
<S>                                                                   <C>                  <C>
OPERATIONS:
Net investment income                                                 $ 64,659,606        $ 65,920,666
Net realized gain (loss) on investment transactions                      9,256,703         (49,289,869)
Net change in unrealized appreciation or depreciation
   of investments                                                       66,244,804         (85,923,538)
                                                                      ------------        ------------
      Net change in net assets resulting from operations               140,161,113         (69,292,741)
                                                                      ------------        ------------

DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (62,451,862)        (63,237,709)
Net realized gain on investments                                                --         (27,958,858)
                                                                      ------------        ------------
      Total distributions                                              (62,451,862)        (91,196,567)
                                                                      ------------        ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        45,763,710          95,303,536
Reinvested dividend distributions                                       46,818,208          67,951,565
Cost of shares redeemed                                               (135,320,068)       (137,813,949)
                                                                      ------------        ------------
      Net change in net assets from trust share transactions           (42,738,150)         25,441,152
                                                                      ------------        ------------
      Net change in net assets                                          34,971,101        (135,048,156)

NET ASSETS:
Beginning of period                                                    907,170,590       1,042,218,746
                                                                      ------------        ------------
End of period (including undistributed net investment
   income of $4,974,121 and $2,751,910, respectively)                 $942,141,691        $907,170,590
                                                                      ============        ============

            The accompanying notes are an integral part of the financial statements.
</TABLE>


<TABLE>
<CAPTION>
              Lutheran Brotherhood Municipal Bond Fund
                       Financial Statements

               Statement of Assets and Liabilities
                         October 31, 1995

<S>                                                      <C>
ASSETS:
   Investments in securities, at value
      (cost, $575,989,161)                               $616,837,876
   Cash                                                        71,313
   Receivable for investment securities sold                1,714,780
   Interest receivable                                     10,668,000
                                                         ------------
      Total assets                                        629,291,969
                                                         ------------

LIABILITIES:
   Payable for investment securities purchased                477,905
   Accrued expenses                                           116,095
                                                         ------------
      Total liabilities                                       594,000
                                                         ------------
NET ASSETS                                               $628,697,969
                                                         ============

NET ASSETS CONSIST OF:
   Trust capital (73,260,821 shares of beneficial
      interest outstanding)                              $595,352,488
   Undistributed net investment income                        553,971
   Accumulated net realized loss from sale
      of investments                                       (8,057,205)
   Unrealized net appreciation of investments              40,848,715
                                                         ------------
NET ASSETS                                               $628,697,969
                                                         ============

Net asset value and redemption price per share
   ($628,697,969 (divided by) 73,260,821 shares of beneficial
   interest outstanding)                                       $ 8.58
                                                               ======

Maximum public offering price per share
   ($8.58 (divided by) 0.95 for a 5% sales charge)             $ 9.03
                                                               ======
</TABLE>


<TABLE>
<CAPTION>
                     Statement of Operations
                   Year Ended October 31, 1995

<S>                                                       <C>
INVESTMENT INCOME:
Income--
   Interest income                                       $ 37,743,488
                                                         ------------

Expenses--
   Investment advisory fee                                  3,504,880
   Transfer agent services                                    517,010
   Custodian fee                                              139,872
   Administrative personnel and services                      151,391
   Printing and postage                                       122,150
   Trust share registration costs                              34,373
   Auditing fees                                               26,300
   Legal fees                                                   2,414
   Trustees' fees                                              16,246
   Miscellaneous                                               25,679
                                                         ------------
      Total expenses                                        4,540,315
                                                         ------------
      Net investment income                                33,203,173
                                                         ------------

REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
Net realized gain on investment transactions                  364,962
Net realized loss on closed futures contracts                (703,268)
                                                         ------------
Net realized loss on investments                             (338,306)
Net change in unrealized appreciation of investments       52,104,109
                                                         ------------
      Net gain on investments                              51,765,803
                                                         ------------
      Net increase in net assets resulting
         from operations                                 $ 84,968,976
                                                         ============
</TABLE>


<TABLE>
<CAPTION>
                             Statement of Changes in Net Assets
                            Years Ended October 31, 1995 and 1994

                                                                           Year                Year
                                                                          Ended               Ended
                                                                        10/31/95            10/31/94
                                                                      ------------        ------------
<S>                                                                   <C>                 <C>
OPERATIONS:
Net investment income                                                 $ 33,203,173        $ 33,749,852
Net realized loss on investment transactions                              (338,306)         (5,413,232)
Net change in unrealized appreciation or depreciation
   of investments                                                       52,104,109         (65,720,253)
                                                                      ------------        ------------
      Net change in net assets resulting from operations                84,968,976         (37,383,633)
                                                                      ------------        ------------

DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (33,124,129)        (33,607,416)
Net realized gain on investments                                                --         (11,100,939)
                                                                      ------------        ------------
      Total distributions                                              (33,124,129)        (44,708,355)
                                                                      ------------        ------------

TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        39,483,970          76,123,051
Reinvested dividend distributions                                       25,171,137          33,891,528
Cost of shares redeemed                                                (82,987,994)        (62,418,135)
                                                                      ------------        ------------
      Net change in net assets from trust share transactions           (18,332,887)         47,596,444
                                                                      ------------        ------------
      Net change in net assets                                          33,511,960         (34,495,544)

NET ASSETS:
Beginning of period                                                    595,186,009         629,681,553
                                                                      ------------        ------------
End of period (including undistributed net investment
   income of  $553,971 and $449,768, respectively)                    $628,697,969        $595,186,009
                                                                      ============        ============

            The accompanying notes are an integral part of the financial statements.
</TABLE>



<TABLE>
<CAPTION>
                  Lutheran Brotherhood Money Market Fund
                            Financial Statements

                    Statement of Assets and Liabilities
                                October 31, 1995
<S>                                                                <C>
ASSETS:
   Investments in securities, at amortized
      cost and value                                               $339,102,261
   Cash                                                                 387,085
   Receivable for trust shares sold                                   1,304,123
   Interest receivable                                                  557,227
                                                                   ------------
      Total assets                                                  341,350,696
                                                                   ------------
LIABILITIES:
   Dividends payable                                                     37,352
   Accrued expenses                                                     229,077
                                                                   ------------
      Total liabilities                                                 266,429
                                                                   ------------
NET ASSETS                                                         $341,084,267
                                                                   ============
NET ASSETS CONSIST OF:
   Trust capital (341,084,267 shares of
      beneficial interest outstanding)                             $341,084,267
                                                                   ============
Net asset value, offering price and redemption
   price per share ($341,084,267 (divided by) 341,084,267
   shares of beneficial interest outstanding)                            $ 1.00
                                                                         ======
</TABLE>


<TABLE>
<CAPTION>
                          Statement of Operations
                         Year Ended October 31, 1995
<S>                                                          <C>
INVESTMENT INCOME:
Income--
   Interest income                                           $ 18,305,953
                                                             ------------
Expenses--
   Investment advisory fee                                      1,538,307
   Transfer agent services                                      1,211,889
   Custodian fee                                                  311,850
   Administrative personnel and services                           85,688
   Printing and postage                                           384,400
   Trust share registration costs                                  68,433
   Auditing fees                                                   12,307
   Legal fees                                                       1,310
   Trustees' fees                                                  10,239
   Miscellaneous                                                   13,701
                                                             ------------
      Total expenses before expense reimbursement               3,638,124
Expense reimbursement from investment advisor                    (253,844)
                                                             ------------
      Net expenses                                              3,384,280
                                                             ------------
      Net investment income                                  $ 14,921,673
                                                             ============
</TABLE>


<TABLE>
<CAPTION>
                                  Statement of Changes in Net Assets
                                Years Ended October 31, 1995 and 1994
                                                                             Year                    Year
                                                                             Ended                   Ended
                                                                            10/31/95               10/31/94
                                                                         ------------            ------------
<S>                                                                       <C>                     <C>
OPERATIONS:
Net investment income                                                    $ 14,921,673            $  7,835,288
                                                                         ------------            ------------

DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                     (14,921,673)             (7,835,288)
                                                                         ------------            ------------

TRUST SHARE TRANSACTIONS:
Proceeds from sale of shares                                              547,639,011             441,490,068
Reinvested dividend distributions                                          14,549,671               7,385,807
Cost of shares redeemed                                                  (497,972,433)           (447,132,825)
                                                                         ------------            ------------
      Net increase in net assets from trust share transactions             64,216,249               1,743,050
                                                                         ------------            ------------
      Net increase in net assets                                           64,216,249               1,743,050

NET ASSETS:
Beginning of period                                                       276,868,018             275,124,968
                                                                         ------------            ------------
End of period                                                            $341,084,267            $276,868,018
                                                                         ============            ============

            The accompanying notes are an integral part of the financial statements.
</TABLE>


                   The Lutheran Brotherhood Family of Funds
                        Notes to Financial Statements
                               October 31, 1995

(1) Organization
The Lutheran Brotherhood Family of Funds (the "Trust") is a Delaware business
trust and a diversified, open-end investment company registered under the
Investment Company Act of 1940. The Trust is divided into seven series (the
"Fund(s)"), each with its own investment objective and policies. The seven
Funds of the Trust are: Lutheran Brotherhood Opportunity Growth Fund, Lutheran
Brotherhood World Growth Fund, Lutheran Brotherhood Fund, Lutheran Brotherhood
High Yield Fund, Lutheran Brotherhood Income Fund, Lutheran Brotherhood
Municipal Bond Fund and Lutheran Brotherhood Money Market Fund. The Lutheran
Brotherhood World Growth Fund's registration was declared effective by the
Securities Exchange Commission and began operations as a series of The
Lutheran Brotherhood Family of Funds on September 5, 1995. On September 5,
1995, Lutheran Brotherhood invested $6,000,000 in the World Growth Fund and
acquired 705,882 shares of beneficial interest.

(2) Significant Accounting Policies

Investment Security Valuations
Securities traded on U.S. or foreign securities exchanges or included in a
national market system are valued at the last quoted sales price at the close
of each business day. Securities traded on the over-the-counter market and
listed securities for which no price is readily available are valued at prices
within the range of the current bid and asked prices considered best to
represent the value in the circumstances, based on quotes that are obtained
from an independent pricing service or by dealers that make markets in the
securities. The pricing service, in determining values of securities, takes
into consideration such factors as current quotations by broker/dealers,
coupon, maturity, quality, type of issue, trading characteristics, and other
yield and risk factors it deems relevant in determining valuations. Exchange
listed options and futures contracts are valued at the last quoted sales
price. For all Funds other than the Money Market Fund, short-term securities
with maturities of 60 days or less are valued at amortized cost; those with
maturities greater than 60 days are valued at the mean between bid and asked
price. Short-term securities held by the Money Market Fund are valued on the
basis of amortized cost (which approximates market value), whereby a portfolio
security is valued at its cost initially, and thereafter valued to reflect a
constant amortization to maturity of any discount or premium. The Money Market
Fund follows procedures necessary to maintain a constant net asset value of
$1.00 per share. All other securities for which market values are not readily
available are appraised at fair value as determined in good faith by or under
the direction of the Board of Trustees.

Repurchase Agreements
The Funds may engage in repurchase agreement transactions in pursuit of their
investment objectives. When a fund engages in such transactions, it is policy
to require the custodian bank to take possession of all securities held as
collateral in support of repurchase agreement investments. In addition, the
Fund monitors the market value of the underlying collateral on a daily basis.
If the seller defaults or if bankruptcy proceedings are initiated with respect
to the seller, the realization or retention of the collateral may be subject
to legal proceedings.

Investment Income
Interest income is determined on the basis of interest or discount earned on
any short-term investments and interest earned on all other debt securities,
including accrual of original issue discount. Interest earned on debt
securities also includes amortization of premium for the Opportunity Growth,
World Growth, LB Fund, High Yield and Municipal Bond Funds and the accrual of
market discount for the Opportunity Growth, World Growth, LB Fund and High
Yield Funds. Market discount, if any, is recognized for tax purposes when
bonds are sold for the Income and Municipal Bond Funds. Dividend income is
recorded on the ex- dividend date. For payment-in-kind securities, income is
recorded on the ex-dividend date in the amount of the value received.

Options, Financial Futures and
Forward Foreign Currency Contracts
All Funds except the Money Market Fund may buy put and call options, write
covered call options and buy and sell futures contracts. The Funds intend to
use such derivative instruments as hedges to facilitate buying or selling
securities or to provide protection against adverse movements in security
prices or interest rates. The LB World Growth Fund may also enter into options
and futures contracts on foreign currencies and forward currency contracts to
protect against adverse foreign exchange rate fluctuation.

Option contracts are valued daily and unrealized appreciation or depreciation
is recorded. The Fund will realize a gain or loss upon expiration or closing
of the option transaction. When an option is exercised, the proceeds on sale
for a written call option or the cost of a security for purchased put and call
options is adjusted by the amount of premium received or paid.

Upon entering into a futures contract, the Fund is required to deposit initial
margin, either cash or securities in an amount equal to a certain percentage
of the contract value. Subsequent variation margin payments are made or
received by the Fund each day. The variation margin payments are equal to the
daily changes in the contract value and are recorded as unrealized gains and
losses. The Fund realizes a gain or loss when the contract is closed or
expires.

Foreign currency contracts are valued daily and unrealized appreciation or
depreciation is recorded daily as the difference between the contract exchange
rate and the closing forward rate applied to the face amount of the contract.
A realized gain or loss is recorded at the time a forward contract is closed.

Foreign Currency Translations
Securities and other assets and liabilities of the LB World Growth Fund that
are denominated in foreign currencies are translated into U.S. dollars at the
daily closing rate of exchange. Foreign currency amounts related to the
purchase or sale of securities and income and expenses are translated at the
exchange rate on the transaction date. Currency gains and losses are recorded
from sales of foreign currency, exchange gains or losses between the trade
date and settlement dates on securities transactions, and other translation
gains or losses on dividends, interest income and foreign withholding taxes.
The effect of changes in foreign exchange rates on realized and unrealized
security gains or losses are not segregated from gains and losses that arise
from changes in market prices of investments, and are included with the net
realized and unrealized gain or loss on investments.

Federal Income Taxes
It is the policy of each Fund to comply with the provisions of the Internal
Revenue Code applicable to regulated investment companies and to distribute to
shareholders each year substantially all of their taxable income on a timely
basis, including any net realized gain on investments each year. It is also
the intention of the Funds to distribute an amount sufficient to avoid
imposition of any federal excise tax. Accordingly, no provision for federal
income tax is necessary. Each Fund is treated as a separate taxable entity for
federal income tax purposes.

When-Issued and Delayed Delivery Transactions
The Funds may engage in when-issued or delayed delivery transactions. To the
extent that a Fund engages in such transactions, it will do so for the purpose
of acquiring securities consistent with its investment objectives and policies
and not for the purpose of investment leverage or to speculate on interest
rate changes. On the trade date, assets of the Fund are segregated on the
Fund's records in a dollar amount sufficient to make payment for the
securities to be purchased. Income is not accrued until settlement date.

Dollar Roll Transactions
The Income Fund enters into dollar roll transactions, with respect to mortgage
securities issued by GNMA, FNMA and FHLMC, in which the Fund sells mortgage
securities and simultaneously agrees to repurchase similar (same type, coupon
and maturity) securities at a later date at an agreed upon price. During the
period between the sale and repurchase, the Fund forgoes principal and
interest paid on the mortgage securities sold. The Fund is compensated by the
interest earned on the cash proceeds of the initial sale and from negotiated
fees paid by brokers offered as an inducement to the Fund to "roll over" its
purchase commitments. The Income Fund earned $446,094 from such fees.

Organization Costs
Organization costs incurred in connection with the start up and initial
registration of the Funds are capitalized and amortized over a period of 60
months from the date of commencement. If any initial shares are redeemed
during the amortization period, the redemption proceeds will be reduced by a
pro-rata portion of the unamortized balance at the time of redemption, in the
same proportion that the number of initial shares being redeemed bears to the
number of initial shares outstanding at the time of redemption.

Distributions to Shareholders
Dividends from net investment income, if available, are declared and paid
annually for the Opportunity Growth and World Growth Funds, declared and paid
quarterly for the LB Fund, declared and paid monthly for the High Yield,
Income and Municipal Bond Funds, and declared daily (including short-term net
realized gains and losses) and paid monthly for the Money Market Fund. Net
realized gains from securities transactions, if any, are distributed at least
annually for all Funds, after the close of the fiscal year. Dividends and
capital gain distributions to shareholders are recorded on the ex-dividend
date.

The character of distributions made during the year from net investment income
or net realized gains may differ from their ultimate characterization for
federal income tax purposes. Also, due to timing of dividend distributions,
the fiscal year in which amounts are distributed may differ from the year that
the income or net realized gains were recorded by the Fund.

Reclassification of Permanent Tax Differences
It is the policy of each Fund to reclassify the net effect of permanent
differences between book and taxable income to trust capital accounts on the
statements of assets and liabilities. As a result of permanent book-to-tax
differences for the year ended October 31, 1995, accumulated net realized gain
or loss from the sale of investments was increased or decreased by
$(2,880,789), $3,899, ($1,677,618), ($14,467), and ($25,159), respectively,
for the Opportunity Growth, World Growth, LB Fund, Income and Municipal Bond
Funds; undistributed net investment income was increased or decreased by
$1,136,040, ($3,899), ($42,709), $14,467, and $25,159, respectively, for the
Opportunity Growth, World Growth, LB Fund, Income and Municipal Bond Funds;
and net increases of $1,744,749 and $1,720,327, respectively, for the
Opportunity Growth and LB Fund, were reclassified into trust capital. These
reclassifications have no effect on net assets, net asset value per share, the
change in net assets resulting from operations, or on the amount of income
available for distribution to shareholders.

Other
Security transactions are accounted for on the date the securities are
purchased or sold. Realized gains and losses are determined on the identified
cost basis. Each Fund is charged for the operating expenses that are directly
attributable to it. Fund operating expenses that cannot be directly
attributable to a Fund are either shared equally or allocated among them based
on the relative net assets of each Fund or via other methodologies.

(3) Fees And Compensation Paid To Affiliates

Investment Advisory Fees
Each Fund pays Lutheran Brotherhood Research Corp. (LBRC), the Trust's
investment advisor, a fee for its advisory services. The fees are accrued
daily and paid monthly. The fees are based on the following annual rates of
average daily net assets: Opportunity Growth Fund, 0.75% for the first $100
million in assets, 0.65% for the next $150 million in assets, 0.60% for the
next $250 million in assets, 0.55% for the next $500 million in assets, and
0.50% for assets over $1 billion; World Growth Fund, 1.25% for the first $20
million in assets, 1.10% for the next $30 million in assets, and 1.0% of net
assets over $50 million; LB Fund and High Yield Fund, 0.65% for the first $500
million in assets, 0.60% for the next $500 million, and 0.55% for assets over
$1 billion; Income Fund, 0.60% for the first $500 million in assets, 0.575%
for the next $500 million in assets, and 0.55% for assets over $1 billion;
Municipal Bond Fund, 0.575% for the first $500 million in assets, 0.5625% for
the next $500 million, and 0.55% for assets over $1 billion; Money Market
Fund, 0.50% for the first $500 million in assets, 0.475% for the next $500
million, 0.45% for the next $500 million, 0.425% for the next $500 million,
and 0.40% for assets over $2 billion.

LBRC has entered into a sub-advisory agreement with Rowe Price  Fleming
International, Inc. for the performance of various sub-advisory services for
the World Growth Fund. For these services, LBRC pays an annual sub-advisory
fee that is based on the following annual rates of average daily net assets of
the World Growth Fund: 0.75% for the first $20 million in assets; 0.60% for
the next $30 million, and 0.50% for assets over $50 million. When annual
average assets exceed $200 million, the fee will be equal to 0.50% of all of
the World Growth Fund's annual average daily net assets.

During the year ended October 31, 1995 the Money Market Fund advisory fees
totaled $1,538,307 of which $253,844 were voluntarily waived by LBRC to limit
the Money Market Fund's expense ratio to 1.10% of average daily net assets.
The advisory fees of the World Growth Fund totaled $17,787 of which $13,415
were voluntarily waived by LBRC to limit the World Growth Fund's expense ratio
to 1.95% of average daily net assets. LBRC can terminate its voluntary waiver
of expenses for these Funds at any time at its discretion.

Sales Charges and Other Fees
For the year ended October 31, 1995, Lutheran Brotherhood Securities Corp.
(LBSC), the Trust's distributor, received sales
charges paid by purchasers of Fund shares of: Opportunity Growth Fund,
$1,423,809; World Growth Fund, $153,713; LB Fund, $1,609,270; High Yield Fund,
$2,422,070; Income Fund, $1,325,519; and Municipal Bond Fund, $989,735. Sales
charges are not an expense of the Trust and are not reflected in the financial
statements of any of the Funds. LBSC also received fees pursuant to an
agreement to provide certain administrative personnel and services to the
Funds. Effective January 1, 1995, a new agreement went into effect whereby
LBSC will receive an annual fee equal to .025% of average daily net assets.
LBSC received the following compensation for the year ended October 31, 1995:
Opportunity Growth Fund, $33,788; World Growth Fund, $356; LB Fund, $144,572;
High Yield Fund, $136,969; Income Fund, $215,922; Municipal Bond Fund,
$151,391; and Money Market Fund, $85,688. In addition, LBSC provides the Funds
with transfer agent services pursuant to an agreement and received the
following compensation: Opportunity Growth Fund, $582,903; World Growth Fund,
$4,983; LB Fund, $1,478,056; High Yield Fund, $944,128; Income Fund,
$1,398,946; Municipal Bond Fund, $517,010; and Money Market Fund, $1,211,889.

Certain officers and non-independent trustees of the Fund are officers and
directors of LBRC and LBSC; however, they receive no compensation from the
Funds.

(4) Securities Lending
To generate additional income, the Funds may participate in a securities
lending program administered by the Fund's custodian bank. Securities are
periodically loaned to brokers, banks or other institutional borrowers of
securities, for which collateral in the form of cash, U.S. government
securities, or letter of credit is received by the custodian in an amount at
least equal to the market value of securities loaned. Collateral received in
the form of cash is invested in short-term investments by the custodian from
which earnings are shared between the borrower, the custodian and the Fund at
negotiated rates. The risks to the Fund are that it may experience delays in
recovery or even loss of rights in the collateral should the borrower of
securities fail financially. There were no security loans during the year
ended October 31, 1995.

(5) Distributions From Capital Gains
During the year ended October 31, 1995, distributions from net realized
capital gains of $88,151, and $3,034,747, were paid by the LB Fund and LB High
Yield Fund, respectively. These distributions related to net capital gains
realized during the prior fiscal year ended October 31, 1994.

(6) Capital Loss Carryover
During the year ended October 31, 1995, the Opportunity Growth Fund fully
utilized the remaining $2,547,602 of its capital loss carryover, and the
Income Fund utilized $8,930,297 of its capital loss carryover against net
realized capital gains. At October 31, 1995, the High Yield, Income and
Municipal Bond Funds had accumulated net realized capital loss carryovers of
$14,624,938, $40,056,911 and $6,542,389, respectively, expiring $40,056,911
and $6,407,670 in the year 2002 for the Income and Municipal Bond Funds,
respectively, and $14,624,938 and $134,719 in 2003 for the High Yield Fund and
Municipal Bond Fund, respectively. To the extent these Funds realize future
net capital gains, taxable distributions will be reduced by any unused capital
loss carryovers. Temporary timing differences of $298,419, $1,661, $1,212,921,
$98,648, $201,854, and $1,514,816 existed between net realized capital gains
or losses for financial statement and tax purposes as of October 31, 1995 for
the Opportunity Growth, World Growth, LB Fund, High Yield Fund, Income and
Municipal Bond Funds, respectively. These differences are due primarily to
deferral of wash sale losses and straddle losses for tax purposes.

(7) Shareholder Notification Of Federal
Income Tax Status
The LB Fund designates 100% of the dividends declared from net investment
income as dividends qualifying for the 70% corporate dividends received
deduction and the Municipal Bond Fund designates 100% of the dividends
declared from net investment income as exempt from federal income tax for the
year ended October 31, 1995. The Opportunity Growth Fund and the LB Fund
designate $548,525 and $806,925, respectively, as capital gain distributions
resulting from earnings and profits distributed to shareholders on redemption
of fund shares during the year.

(8) Investment Transactions
Purchases and Sales of Investment Securities
For the year ended October 31, 1995, the cost of purchases and the proceeds
from sales of investment securities other than U.S. Government and short term
securities were as follows:

                                      $(thousands)
                                ------------------------
Fund                            Purchases         Sales
- --------------------------------------------------------
Opportunity Growth               $288,153       $255,477
World Growth Fund                  11,571             13
LB Fund                           707,759        666,482
High Yield                        426,479        352,646
Income                            655,849        614,292
Municipal Bond                    216,407        232,600
Purchases and sales of U.S. Government securities were:
                                     $(thousands)
                                ------------------------
Fund                            Purchases         Sales
- --------------------------------------------------------
LB Fund                          $ 26,505      $  26,523
Income                            502,936        526,529

Investments in Restricted Securities
The High Yield Fund owns restricted securities that were purchased in private
placement transactions without registration under the Securities Act of 1933.
Unless such securities subsequently become registered, they generally may be
resold only in privately negotiated transactions with a limited number of
purchasers. The aggregate value of restricted securities was $2,901,105 at
October 31, 1995 which represented 0.5% of net assets of the High Yield Fund.

Investments in High Yielding Securities
The High Yield Fund invests primarily in high yielding fixed income securities.
These securities will typically be in the lower rating. categories or will be
non-rated and generally will involve more risk than securities in the higher
rating categories. Lower rated or unrated securities are more likely to react
to developments affecting market risk and credit risk than are more highly
rated securities, which react primarily to movements in the general level
of interest rates.

Investments in Options and Futures Contracts
The movement in the price of the instrument underlying an option or futures
contract may not correlate perfectly with the movement in the prices of the
portfolio securities being hedged. A lack of correlation could render the
Fund's hedging strategy unsuccessful and could result in a loss to the Fund.
In the event that a liquid secondary market would not exist, the Fund could be
prevented from entering into a closing transaction which could result in
additional losses to the Fund.

Open Option Contracts
The number of contracts and premium amounts associated with call option
contracts written during the year were as follows:


<TABLE>
<CAPTION>
                                  Opportunity Growth                  LB Fund                        Income Fund
                             --------------------------      --------------------------      --------------------------
                                Number of       Premium        Number of      Premium          Number of       Premium
                                Contracts        Amount        Contracts       Amount          Contracts        Amount
                             ------------    ----------     ------------    ---------       ------------    ----------
<S>                          <C>             <C>             <C>            <C>             <C>             <C>
Balance at October 31, 1994            --            --              53     $  43,618                 --            --
Opened                                135    $    8,760            2,344      499,914                  1    $   96,250
Closed                                 --            --           (1,481)    (290,102)
Expired                                --            --             (536)     (50,771)
Exercised                            (135)       (8,760)            (866)    (202,659)                (1)      (96,250)
                             ------------    ----------     ------------    ---------       ------------    ----------
Balance at October 31, 1995            --    $       --               --    $     --                  --    $       --
                             ============    ==========     ============   ==========        ===========    ==========
</TABLE>


Foreign Denominated Investments
The LB World Growth Fund invests primarily in foreign denominated stocks.
Foreign denominated assets and currency contracts may involve more risks than
domestic transactions, including: currency risk, political and economic risk,
regulatory risk, and market risk. The Fund may also invest in securities of
companies located in emerging markets. Future economic or political
developments could adversely affect the liquidity or value, or both, of such
securities.

At October 31, 1995, the World Growth Fund was a party to a forward currency
exchange contract under which it is obligated to exchange currencies at
specified future dates. Risks may arise from the possible inability of
counterparties to meet the terms of their contracts and from movements in
currency values. Outstanding contracts at October 31, 1995, were as follows:


<TABLE>
<CAPTION>
                                      U.S.                                  U.S.
                  Currency           Value             Currency            Value
  Settlement        to be            as of               to be              as of           Appreciation
     Date         Delivered        10/31/95            Received           10/31/95         (Depreciation)
  ----------     ------------      --------      -------------------      --------         --------------
<S>              <C>               <C>           <C>                      <C>                 <C>
   11/01/95      $174,131 USD      $174,131      (yen)17,674,288 JPY      $172,778            $(1,353)
</TABLE>


 (9) Shares Of Beneficial Interest
The Master Trust Agreement permits the Trustees to issue an unlimited number
of full and fractional shares of beneficial interest ($0.001 par value) of all
of the Funds. Transactions in Fund shares were as follows:

<TABLE>
<CAPTION>
                                    Opportunity      World                   High         Income       Municipal      Money
                                       Growth        Growth     LB Fund      Yield         Fund          Bond         Market
                                    ----------   ----------   ----------   ----------  ------------   ----------   ------------
<S>                                  <C>         <C>           <C>         <C.          <C>            <C>           <C>
Shares outstanding at
  October 31, 1993                   3,832,452          N/A    7,965,971   45,249,704   110,473,555   69,984,767    275,124,968
  Shares sold                        5,950,178          N/A    3,943,939   14,381,578    10,973,573    8,943,485    441,490,067
  Shares issued on reinvestment
    of dividends and distributions          --          N/A    1,839,470    3,161,025     7,825,510    3,994,426      7,385,807
  Shares redeemed                     (531,608)         N/A   (2,711,349)  (6,399,979)  (16,082,912)  (7,434,277)  (447,132,824)
                                    ----------   ----------   ----------   ----------  ------------   ----------   ------------
Shares outstanding at
  October 31, 1994                   9,251,022           --   31,038,031   56,392,328   113,189,726   75,488,401    276,868,018
  Shares sold                        4,092,712    1,656,709    2,728,955   13,395,549     5,470,573    4,792,917    547,639,011
  Shares issued on reinvestment
    of dividends and distributions          --           --      354,095    4,301,940     5,624,521    3,067,030     14,549,671
  Shares redeemed                   (1,368,095)      (2,513)  (3,657,566)  (8,273,232)  (16,216,513) (10,087,527)  (497,972,433)
                                    ----------   ----------   ----------   ----------  ------------   ----------   ------------
  Shares outstanding at
    October 31, 1995                11,975,639    1,654,196   30,463,515   65,816,585   108,068,307   73,260,821    341,084,267
                                    ==========    =========   ==========   ==========   ===========   ==========    ===========
</TABLE>


 (10) Financial Highlights
"Financial highlights" showing per share data and selected information is
presented in the prospectus.



                  The Lutheran Brotherhood Family of Funds
                Lutheran Brotherhood Opportunity Growth Fund
                  Lutheran Brotherhood World Growth Fund
                          Lutheran Brotherhood Fund
                   Lutheran Brotherhood High Yield Fund
                    Lutheran Brotherhood Income Fund
                Lutheran Brotherhood Municipal Bond Fund
                 Lutheran Brotherhood Money Market Fund


Trustees

Rolf F. Bjelland
Charles W. Arnason
Herbert F. Eggerding, Jr.
Connie M. Levi
Bruce J. Nicholson
Ruth E. Randall

Officers

Rolf F. Bjelland                             Wade M. Voigt
Chairman and President                           Treasurer

James R. Olson                            Rand E. Mattsson
Vice President                         Assistant Treasurer

James M. Walline                           James M. Odland
Vice President                         Assistant Secretary

Otis F. Hilbert                      Randall L. Wetherille
Secretary and Vice President           Assistant Secretary

Richard B. Ruckdashel
Vice President


This report is authorized for distribution to prospective
investors only when preceded or accompanied by the
current prospectuses.




Printed with soy based inks on recycled
paper containing at least 10% fibers
from paper recycled by consumers.


LUTHERAN BROTHERHOOD
FAMILY OF FUNDS

Annual Report

October 31, 1995

Portfolio Management Reviews

Economic and
Market Overview

U.S. stock and bond prices advanced strongly in the past year, as investors
became increasingly optimistic about inflation and the economy. In the 12
months ended October 31, 1995, the S&P 500 Index and the Lehman Aggregate
Bond Index had total returns of 26.39% and 15.65%, respectively. These gains
were remarkable by historical standards and delivered strong returns for
shareholders in the Lutheran Brotherhood Family of Funds.

A Sharp Decline in Interest Rates

Stock and bond prices rallied largely on a sharp decline in long-term
interest rates. When long-term rates fall, existing bonds usually become
more valuable, and corporate profits generally improve.

Worried that a rapidly growing economy would spark inflation that could
stymie further growth, the Federal Reserve Board (the "Fed") raised
short-term interest rates by 125 basis points between November 1994 and
February 1995. This helped investors believe that economic growth would be
more moderate and inflation would stay under control. Soon long-term
interest rates began to drop, causing bond prices to rise.

As bond yields declined, stocks became more attractive to investors. At the
same time, corporate earnings were stronger than most analysts expected,
which also helped push stock prices higher.

Eventually, the higher interest rates of earlier months began to have an
effect on the economy. Economic growth, measured by the gross domestic
product (GDP), slowed from an annualized rate of 5.1% in the fourth quarter
of 1994, to rates of 2.7% and 1.3% in the first and second quarters of 1995.
These surprisingly low rates of growth raised hopes that the Fed would cut
interest rates to prevent a recession, and brought additional gains for
stocks and bonds.

In July the Fed cut short-term rates by 25 basis points. During the weeks
that followed, mixed news about the direction of the economy raised new
fears about inflation and caused a temporary retreat in stock and bond
prices. By September, however, it was clear that inflation was moderate, and
the Fed had achieved a "soft landing" for the economy. By October, further
gains in bond prices dropped the yield for 30-year Treasury bonds to
6.3%--the lowest level since February 1994. Stock prices continued to break
new highs, raising the Dow Jones Industrial Average above 4800 for the first
time.

Foreign stock markets did not fare as well in the past 12 months, due to
delays in economic recoveries for many countries. This began to change in
the final months of the period, however, as falling interest rates improved
economic outlooks in Europe and Japan.

Market Outlook

Without the bottlenecks that can cause a recession, the economy should grow
enough in 1996 to raise the GDP by a moderate 2% to 2.5%. If that happens,
and inflation remains between 2% and 3%, the Fed could cut interest rates
again. Lower interest rates would probably mean additional price gains for
bonds, especially issues with shorter maturities. Such gains would likely be
smaller, however, than those of 1995.

Lower interest rates could also fuel additional gains for stocks. Stocks
could benefit further from continued growth in capital spending by
businesses hoping to enhance productivity. Improved productivity, in turn,
may continue to be an engine for the next economic expansion, potentially
creating another stock market rally in the coming year.

Further expansions in economies overseas should also boost stock prices
there. Given the attractive prices in many foreign securities markets, such
gains could well exceed those for equities in the U.S.




LB Opportunity Growth Fund

Photo goes here

Michael A. Binger is a Chartered Financial Analyst and was named portfolio
manager for the LB Opportunity Growth Fund in October 1994. He has been with
Lutheran Brotherhood since 1987. Prior to his current appointment, he served
as portfolio manager for LB's Convertible Securities Portfolio.

Investment Objective: To seek long-term growth of capital by investing in
small-company stocks.

As the stocks of small companies gathered momentum in the past year,
technology stocks were a major driving force. By investing heavily in the
technology sector and other groups that performed well, the LB Opportunity
Growth Fund delivered outstanding returns for the 12 months ended October
31, 1995.

During that time, the Fund had a total return (based on NAV) of 28.53%. That
was well ahead of the 20.90% average return for small-company growth funds
tracked by Lipper Analytical Services and far exceeded the 18.35% return of
the Russell 2000 Index.

Recognizing Sector Potential

In choosing stocks for the Fund, we look for issues with strong potential
for growth in sales and earnings that have quality management plus unique
products or services. We also look for stocks with positive technical
momentum. In the past year, these criteria led us to stocks in the
technology sector, which benefited from a wide range of new products and
strong demand for computers. With more than triple the technology weighting
of the Russell 2000 Index, the Fund enjoyed especially strong performances
by stocks such as Adaptec, Madge, SCI Systems, Sterling Software and
Softkey.

We also invested heavily in manufacturers of medical devices--such as Mentor
and Spinetech--which performed well during the period. Two other areas that
provided strong returns were specialty retailing stocks like General
Nutrition and Sunglass Hut, and restaurant stocks like Quality Dining and
Apple South.

During the period we reduced the Fund's investments in apparel, auto and
chemical stocks that offered less potential for growth. We also took profits
in issues that had earned substantial price gains. These included Fiserv,
SunGard Data, CUC International and Envoy in the business services group, as
well as Callaway Golf and Cobra Golf in the leisure group.

Going Forward

As the economy grows slowly with moderate inflation, interest rates may edge
lower. If that happens, the earnings of small companies should continue to
be strong. We believe the Fund's current mix of investments could perform
well under these conditions.

We expect, therefore, to remain overweighted in technology stocks compared
to the Russell 2000 Index, and have recently started a position in biotech
companies. We are also adding firms involved in industrial and water
filtration, such as U.S. Filter and Memtech.

The Fund's cash reserves totaled 10.3% on October 31, 1995. In coming months
we will look for new opportunities to put this cash to work that offer
strong potential for growth according to our criteria.



                               % of
                             Portfolio
Top 10 Holdings              Net Assets
Madge N V                       2.5%
Movie Gallery, Inc.             2.4%
Cheyenne Software, Inc.         2.4%
Sterling Software, Inc.         2.3%
PDT, Inc.                       2.3%
Metrocall, Inc.                 2.3%
Department 56, Inc.             2.2%
Viasoft, Inc.                   2.1%
Intersolv, Inc.                 2.0%
Avid Technology, Inc.           2.0%


Portfolio Composition Pie Chart

Short Term Securities 10.3%
Common Stocks 89.7%


Worm chart
Growth of $10,000             January 31, 1993 - October 31, 1995
Plot points are:
Date     LBOGF        Russell 2000     Lipper Average
1993     10,000          10,000          10,000
          9,056           9,769           9,608
          9,407          10,086           9,934
          9,166           9,809           9,619
          9,857          10,243          10,127
         10,011          10,307          10,206
          9,945          10,449          10,263
         10,637          10,900          10,737
         11,317          11,208          11,076
         11,701          11,497          11,232
         11,262          11,122          10,886
         11,559          11,503          11,348
1994     11,833          11,863          11,650
         11,712          11,820          11,643
         10,922          11,197          11,014
         10,999          11,263          11,016
         10,582          11,137          10,778
          9,967          10,762          10,388
         10,318          10,938          10,451
         11,218          11,547          11,048
         11,383          11,508          11,285
         11,811          11,462          11,275
         11,570          10,999          10,848
         11,866          11,295          11,265
1995     11,350          11,153          11,229
         11,954          11,617          11,539
         12,393          11,816          11,892
         12,481          12,079          12,050
         12,821          12,286          12,232
         13,985          12,924          12,880
         15,543          13,669          13,823
         15,796          13,962          14,062
         16,136          14,212          14,375
         15,181          13,577          13,864

Legend Reads:
LB Opportunity Growth Fund
Annualized Total Returns*     Period Ending 10/31/95
- ----------------------------------------------------
                           Since Fund
Based on                 Inception--1/8/93    1 Year
- ----------------------------------------------------
Net Asset Value              19.26%           28.53%
Public Offering Price        17.12%           22.06%

Vertical bar reads:
$19,000
 17,000
 16,000
 15,000
 14,000
 13,000
 12,000
 11,000
 10,000
  9,000
  8,000
Horizontal bar reads:
1993                1994               1995

LB Opportunity Growth Fund           $15,181
Russell 2000 Index                   $13,577
Lipper Average Small
Company Stock Funds                  $13,864


A Note About Performance

As you compare performance, please note that the LB Opportunity Growth
Fund's performance reflects the maximum 5% sales charge. The performance of
the index does not reflect any such charges. If you were to purchase any of
the individual stocks represented in this index, any sales charges you would
pay would reduce your total return as well.

*See accompanying notes to Portfolio Management Reviews.








LB World Growth Fund

Photo goes here

Martin G. Wade is president of Rowe Price-Fleming, tbe investment subadvisor
for the LB World Growth Fund. He leads a team of 12 portfolio managers who
have managed the assets of the LB World Growth Fund since its inception in
September of 1995. Martin G. Wade has 27 years of experience in research and
investment management, including 16 years with Rowe Price-Fleming.

Investment Objective: To seek long-term growth of capital by investing
primarily in common stocks of established companies outside tbe U.S.

As we launched the LB World Growth Fund on September 5, 1995, we found many
attractive investment opportunities. For some time, economic hurdles abroad
had kept foreign stock prices relatively low. With foreign economies set to
improve, many stocks overseas offered outstanding value.

As we built the Fund's portfolio, we focused on the major markets of
developed nations--emphasizing areas with the strongest potential for
growth. At the end of October 1995, about a quarter of the Fund's equity
holdings were invested in stocks from Japan, and about half were invested in
stocks from countries in Europe. Japanese stocks represented a somewhat
smaller portion of the Fund than they did of its market benchmark, the
Morgan Stanley Europe, Australia, Far East (EAFE) Index, while European
stocks represented a slightly greater weighting in the Fund than they did in
the Index.

Focus on Industry Leaders

Economic recoveries abroad have been most solid in Europe--especially in the
United Kingdom, where we invested about 13% of the Fund's stock portfolio.
We placed another 8% in the Netherlands, whose stock market is dominated by
multinational companies that benefited from rising exports. French and
German stocks, which enjoyed improved corporate outlooks, accounted for 6%
and 4%, respectively. Throughout Europe, as in other regions, we focused on
large, well-managed companies with leadership positions in their industries.

After a tentative recovery, the Japanese economy retreated in the second
half of 1995. The major exception was the technology sector, which improved
as a weaker yen raised demand for Japanese computers. In choosing Japanese
stocks, we gave greatest weight to technology issues. In addition, we
targeted stocks in cyclical industries, which also benefited from a weaker
yen.

Other economies in the Far East have performed quite well, as trading within
the region improved. Those with greatest representation in the Fund were
Hong Kong, Malaysia and Singapore, which accounted for about 7.5% of the
Fund's stock investments. Economic growth has also been encouraging in Latin
America, which represented about 3% of the Fund's equity positions at the
end of October.

New Opportunities

As European economies begin to mature, we will probably take profits in
holdings that become more valued. We expect to use the proceeds to increase
investments in Japan and the emerging markets of the Far East and Latin
America. We believe stock prices there are still especially attractive and
may offer the greatest potential for growth in the coming year.

As economies abroad improve further in 1996, corporate earnings could
strengthen significantly. This, combined with low interest rates and
inflation, should make foreign stocks increasingly attractive.

Portfolio Composition Pie Chart
Common Preferred Stocks     80%

Short-Term Securities       20%



                          % of
                        Portfolio
Top 10 Holdings         Net Assets
Wolters Kluwer             2.0%
Sharp Corp.                1.8%
Mitsui Fudosan Co.         1.6%
Elsevier NV                1.5%
Royal Dutch Petroleum      1.2%
Kyocera Corp.              1.1%
National Westminster       1.1%
SmithKline Beecham         1.1%
Reed International         1.1%
BBC Brown Boveri           0.9%


Geographic Composition of Portfolio

                          % of
                        Portfolio
Country                 Net Assets
Japan                     21.4%
United Kingdom            12.9%
Netherlands                8.1%
France                     6.1%
Germany                    4.2%
Switzerland                4.0%
Hong Kong                  2.9%
Malaysia                   2.5%
Singapore                  2.1%
Spain                      2.0%
Sweden                     1.9%
Australia                  1.6%
Italy                      1.5%
Mexico                     1.4%

                          % of
                        Portfolio
Country                 Net Assets
Norway                     1.3%
Belgium                    0.9%
Thailand                   0.9%
Brazil                     0.7%
Argentina                  0.6%
Chile                      0.6%
China                      0.6%
New Zealand                0.6%
Canada                     0.4%
Denmark                    0.3%
Finland                    0.2%
Portugal                   0.2%
Austria                    0.1%

Short-Term Securities     20.0%


The LB World Growth Fund was introduced on September 5, 1995. Given its
limited performance history, the growth of a $10,000 investment in the LB
World Growth Fund is not illustrated in this report.



LB Fund

Photo goes here

James M. Walline is a Chartered Financial Analyst and portfolio manager for
the LB Fund. He is a vice president of Lutheran Brotherhood and has been
with Lutheran Brotherhood Research Corp. since its inception in 1970.

Investment Objective: To seek growth of capital and income by investing in
the stocks of leading companies.

In the past year we refocused holdings in the LB Fund to emphasize stocks of
larger companies. We also increased investments in technology and financial
services firms. These groups performed especially well in the recent stock
rally, helping the Fund deliver a strong return for the 12 months ended
October 31, 1995. During this time, the Fund had a total return (based on
NAV) of 21.34%. This outdistanced the average growth and income fund tracked
by Lipper Analytical Services, which returned 20.53%. Over the same period,
the S&P 500 Index had a total return of 26.39%.

Targeting Growth and Yield

In reshaping the Fund's portfolio, we divided 80% of its assets among a core
group of 40 large-company stocks with leadership positions in their
industries. We chose companies with attractive prices and strong potential
for earnings growth--based on the quality of their products, management and
marketing strategies. We invested the remaining 20% of the Fund in other
large companies whose near-term earnings growth should be especially strong.
This led us to invest more heavily in technology and financial services
firms.

For much of the rally, investors preferred the stocks of larger companies.
In addition to attractive prices and proven earnings, these companies
offered increased opportunities for exports due to ongoing weakness in the
U.S. dollar. Investors also favored technology stocks, which benefited from
heightened demand for computers, software and communications equipment--as
well as financial stocks, which benefited from lower interest rates.

As the economic growth slowed, we reduced investments in cyclical industries
like building and mining, whose earnings tend to rise and fall with the
economy, and added investments in defensive industries--such as household
products, drugs and health care--whose earnings are generally more stable.
Many of the Fund's defensive stocks also provided attractive dividends.

A Return to Cyclical Stocks

In the months ahead, we expect to maintain an emphasis on large companies
with strong market leadership and watch for special opportunities in other
sectors that might arise. One of these sectors may be cyclical stocks, whose
prices have become quite attractive. If inflation remains moderate, and
interest rates move even lower, the economy should strengthen--benefiting
companies whose earnings rely on sustained economic growth.

We've also added investments in leading metals and paper companies, such as
Phelps Dodge and Weyerhauser. As the economy improves, there should be
further gains in capital spending by U.S. businesses that should spark
continued demand for equipment that enhances productivity. As a result, we
expect to remain heavily invested in stocks from the technology sector.

Portfolio Composition Pie Chart

U.S. Treasury                 0.3%
Short-Term Securities         1.2%
Common Stocks                98.5%


                          % of
                        Portfolio
Top 10 Holdings         Net Assets
Intel Corp.                3.1%
Weyerhaeuser Co.           2.7%
Phelps Dodge Corp.         2.6%
Caterpillar Inc.           2.2%
United HealthCare Corp.    2.1%
SBC Communications Inc.    2.1%
Mobil Corp.                2.1%
Procter & Gamble Co.       2.1%
Motorola, Inc.             2.1%
Ameritech Corp.            2.0%



Worm chart
Growth of $10,000                 October 31, 1985 - October 31, 1995
Plot points are:
                                     Lipper Average
Date         LBF        S&P 500      Growth & Income
1985       10,000        10,000        10,000
            9,988        10,685        10,584
           10,276        11,202        10,994
           10,355        11,267        11,142
           10,956        12,106        11,917
           11,314        12,781        12,507
           11,093        12,639        12,389
           11,392        13,312        12,869
           11,418        13,537        13,053
           11,103        12,781        12,422
           11,825        13,730        13,130
           11,274        12,593        12,319
1986       11,652        13,324        12,842
           11,924        13,645        13,033
           11,602        13,297        12,796
           12,573        15,089        14,111
           13,076        15,681        14,721
           13,221        16,135        14,929
           13,027        15,991        14,723
           13,083        16,127        14,795
           13,612        16,944        15,364
           14,149        17,805        15,945
           14,532        18,469        16,411
           14,175        18,064        16,128
1987       11,171        14,172        13,030
           10,498        13,000        12,293
           11,224        13,991        13,081
           11,479        14,598        13,613
           11,852        15,250        14,240
           11,468        14,787        14,024
           11,508        14,972        14,140
           11,524        15,069        14,156
           11,982        15,772        14,813
           11,845        15,731        14,714
           11,514        15,175        14,358
           11,959        15,826        14,856
1988       12,228        16,285        15,108
           12,041        16,026        14,892
           12,262        16,309        15,147
           13,116        17,519        16,018
           12,820        17,055        15,795
           13,162        17,462        16,119
           13,789        18,391        16,778
           14,268        19,098        17,344
           14,143        19,004        17,255
           15,463        20,739        18,423
           15,986        21,123        18,812
           15,937        21,039        18,726
1989       14,987        20,568        18,188
           15,487        20,966        18,461
           15,525        21,471        18,716
           14,397        20,050        17,649
           14,524        20,271        17,877
           14,936        20,822        18,257
           14,679        20,323        17,812
           16,258        22,263        19,194
           16,357        22,130        19,171
           16,274        22,075        19,022
           14,944        20,059        17,513
           14,155        19,086        16,659
1990       14,145        19,026        16,402
           14,888        20,232        17,363
           15,223        20,796        17,867
           15,970        21,724        18,733
           16,997        23,239        19,956
           17,306        23,811        20,419
           17,400        23,890        20,436
           18,198        24,885        21,255
           17,185        23,757        20,356
           18,070        24,893        21,209
           18,616        25,453        21,695
           18,305        25,029        21,500
1991       18,693        25,398        21,828
           18,012        24,343        20,968
           20,211        27,129        23,042
           19,910        26,653        23,038
           20,118        26,965        23,427
           19,607        26,441        23,022
           19,747        27,250        23,383
           19,930        27,343        23,528
           19,453        26,943        23,055
           20,046        28,078        23,825
           19,679        27,474        23,375
           19,955        27,794        23,653
1992       20,345        27,924        23,802
           21,212        28,834        24,680
           21,383        29,195        25,053
           21,794        29,465        25,336
           21,865        29,834        25,524
           22,497        30,466        26,182
           22,117        29,764        25,703
           22,669        30,511        26,304
           22,743        30,611        26,386
           22,546        30,521        26,362
           23,211        31,648        27,327
           23,173        31,404        27,311
1993       23,409        32,087        27,699
           22,801        31,747        27,322
           23,240        32,143        27,917
           24,068        33,259        28,788
           23,411        32,324        28,227
           22,273        30,921        27,044
           22,326        31,345        27,299
           22,576        31,806        27,561
           21,957        31,026        26,932
           22,617        32,078        27,673
           23,435        33,371        28,730
           23,040        32,550        28,092
1994       23,384        33,308        28,396
           22,431        32,073        27,351
           22,448        32,544        27,641
           22,992        33,413        28,036
           23,642        34,690        29,087
           24,066        35,727        29,835
           24,772        36,795        30,566
           25,584        38,212        31,553
           26,424        39,102        32,216
           27,599        40,427        33,272
           27,292        40,508        33,462
           28,321        42,214        34,496
1995       28,375        42,091        34,113

Legend Reads:
LB Fund
Annualized Total Returns*     Period Ending 10/31/95
- ----------------------------------------------------
Based on                10 Years   5 Years    1 Year
- ----------------------------------------------------
Net Asset Value           11.55%    14.93%    21.34%
Public Offering Price     10.99%    13.76%    15.28%

Vertical bar reads:
$45,000
 40,000
 35,000
 30,000
 25,000
 20,000
 15,000
 10,000
  5,000
Horizontal bar reads:
1985  1986  1987  1988  1989  1990  1991  1992  1993  1994  1995

S & P 500 Index                             $42,091
Lipper Average Growth &
Income Funds                                $34,113
LB Fund                                     $28,375

A Note About Performance

As you compare performance, please note that the LB Fund's performance
reflects the maximum 5% sales charge. The performance of the index does not
reflect any such charges. If you were to purchase any of the individual
stocks represented in this index, any sales charges you would pay would
reduce your total return as well.

*See accompanying notes to Portfolio Management Reviews.



LB High Yield Fund

Photo goes here

Thomas N. Haag is a Chartered Financial Analyst and portfolio manager for
the LB High Yield Fund. He has managed the Fund since January 1992.

Investment Objective: To seek high current income and growth of capital by
investing primarily in high-yielding ("junk") corporate bonds.

Falling interest rates caused the prices of medium- and long-term corporate
bonds to rise sharply in the past year. Because the LB High Yield Fund
invests primarily in lower-quality corporate bonds with medium- to
longer-term maturities, it enjoyed solid performance as interest rates
declined. During the 12 months ended October 31, 1995, the Fund had a total
return (based on NAV) of 12.93%. This compares with an average return of
13.45% for high-yield bond funds tracked by Lipper Analytical Services.

Many of the Fund's investments in longer-term securities were
deferred-interest bonds issued by media and telecommunications firms. These
securities were particularly hard hit late in 1994, due to the rising
interest rate environment of that year. Because of this, the Fund lagged the
Lehman Brothers High Yield Index, which had a return of 15.68% for the
period.

After interest rates began to drop, and investors grew more optimistic about
media and telecommunications companies, the price gains for these bonds were
particularly strong. There was also significant price appreciation in other
deferred-interest bonds that the Fund held. We eventually took profits in
some of these issues, reducing the Fund's position in deferred-interest
bonds from about 20% of the portfolio to about 16%. With the strong returns
from these bonds, the Fund outperformed its Lipper group for much of the
period--ranking in the 18th percentile for the first 10 months of 1995.

Preparing for a Slower Economy

During the period we increased the Fund's holdings in companies that
generally outperform the market when economic growth is slow--such as
supermarket chains and health care firms. Among the investments added were
bonds issued by Dominick's Finer Foods, Ralph's Super Markets and Tenet
Health Care. At the same time, we reduced holdings in cyclical industries,
such as paper, steel and chemicals, which tend to lag in a slowing economy.

By choosing investments carefully, we maintained a solid yield for the Fund
as interest rates fell. At the end of the period the Fund had a current SEC
yield of 8.45%.

Future Strategies

We expect to remain relatively defensive in coming months, as economic
growth continues to slow, and will probably add to investments in
noncyclical industries. As an additional defense, we're giving greater
emphasis to bonds with stronger credit quality.

The Fund should continue to benefit from holdings in deferred-interest bonds
from industries, like media and telecommunications, that can grow even in a
slower economy. These issues should also give the Fund an attractive yield
if bond yields continue to fall.

Portfolio Composition Pie Chart
Short-Term Securities                    5.4%
Common Stocks &
Stock Warrants                           4.9%
Preferred Stocks                        11.6%
Foreign Bonds                            0.7%
Corporate Bonds                         77.5%


Bar Graph
Moody's Bond Quality
Rating Distribution

      Baa                              0.3%
       Ba                             11.3%
        B                             63.0%
      Caa                             18.4%
       Ca                              1.8%
        D                              0.2%
Not Rated                              5.0%

           0%   20%   40%   60%   80%



Worm Chart
Growth of $10,000   April 30, 1987 - October 31, 1995
Plot points are:
         LB High
Date     Yield       Lehman      Lipper
1987     10,000      10,000       10,000
          9,462      10,072        9,942
          9,690      10,201       10,072
          9,729      10,228       10,100
          9,769      10,292       10,165
          9,468       9,968        9,920
          9,166       9,642        9,499
          9,453       9,919        9,721
          9,624      10,158        9,804
1988      9,979      10,498       10,107
         10,300      10,838       10,385
         10,181      10,725       10,344
         10,195      10,807       10,407
         10,167      10,823       10,434
         10,404      10,981       10,646
         10,468      11,053       10,752
         10,436      11,037       10,764
         10,545      11,176       10,861
         10,655      11,311       10,993
         10,655      11,378       11,008
         10,811      11,431       11,065
1989     11,029      11,633       11,256
         11,088      11,658       11,304
         10,998      11,567       11,265
         10,924      11,616       11,258
         11,168      11,841       11,421
         11,449      11,988       11,611
         11,409      11,972       11,627
         11,478      12,013       11,634
         11,241      11,811       11,452
         10,777      11,531       11,113
         10,712      11,508       11,058
         10,522      11,527       10,979
1990     10,200      11,279       10,697
          9,953      11,046       10,436
          9,995      11,336       10,558
          9,998      11,317       10,551
         10,326      11,535       10,782
         10,454      11,814       11,000
         10,639      12,132       11,228
         10,232      11,442       10,770
          9,778      10,606       10,227
          9,433      10,050        9,787
          9,584      10,363        9,826
          9,738      10,421        9,857
1991      9,794      10,708        9,995
         10,510      11,879       10,713
         11,010      12,579       11,246
         11,411      13,095       11,678
         11,514      13,118       11,750
         11,840      13,506       11,998
         12,171      13,939       12,356
         12,350      14,259       12,588
         12,546      14,457       12,800
         12,997      14,940       13,208
         13,196      15,018       13,331
         13,253      15,234       13,447
1992     13,867      15,771       13,980
         14,255      16,160       14,315
         14,513      16,360       14,536
         14,639      16,423       14,641
         14,868      16,654       14,855
         14,953      16,811       15,005
         15,212      17,065       15,274
         15,420      17,288       15,467
         15,578      17,464       15,627
         15,296      17,218       15,366
         15,562      17,435       15,593
         15,920      17,634       15,801
1993     16,573      18,147       16,230
         16,774      18,466       16,544
         17,097      18,705       16,871
         17,165      18,867       17,005
         17,456      19,092       17,273
         17,994      19,493       17,674
         18,138      19,682       17,849
         18,282      19,847       17,981
         18,275      19,899       18,037
         18,848      20,301       18,441
         18,918      20,398       18,559
         19,241      20,651       18,833
1994     19,808      21,099       19,282
         19,740      21,045       19,245
         19,008      20,249       18,625
         18,717      20,111       18,355
         18,790      20,121       18,397
         18,802      20,184       18,372
         18,650      20,355       18,339
         18,787      20,500       18,350
         18,699      20,502       18,350
         18,759      20,551       18,331
         18,308      20,292       18,086
         18,224      20,442       18,107
1995     18,306      20,720       18,254
         19,004      21,431       18,751
         19,199      21,663       18,921
         19,662      22,213       19,383
         20,061      22,835       19,813
         20,170      22,988       19,875
         20,805      23,277       20,224
         20,892      23,349       20,279
         21,073      23,637       20,520
         21,184      23,783       20,684

Legend Reads:
LB High Yield Fund
Annualized Total Returns*     Period Ending 10/31/95
- ----------------------------------------------------
                     Since Fund
                      Inception
Based on                4/3/87   5 Years    1 Year
- ----------------------------------------------------
Net Asset Value          9.54%    17.55%    12.93%
Public Offering Price    8.88%    16.36%     7.24%

Vertical bar reads:
$24,000
 22,000
 20,000
 18,000
 16,000
 14,000
 12,000
 10,000
  9,000
Horizontal bar reads
1987   1988   1989   1990   1991   1992   1993   1994   1995

Lehman High Yield Index                      $23,783
Lipper Average High
Yield Funds                                  $20,684
LB High Yield Fund                           $21,184

A Note About Performance

As you compare performance, please note that the LB High Yield Fund's
performance reflects the maximum 5% sales charge. The performance of the
index does not reflect any such charges. If you were to purchase any of the
individual bonds represented in this index, any sales charges you would pay
would reduce your total return as well.

*See accompanying notes to Portfolio Management Reviews.



LB Income Fund

Photo goes here

Charles E. Heeren, a vice president of Lutheran Brotherhood, is a Chartered
Financial Analyst and portfolio manager for the LB Income Fund. He has
managed the Fund since January 1986.

Investment Objective: To seek high current income while preserving principal
by investing in investment-grade bonds and other income-producing
securities.

In the past year the LB Income Fund had sizable investments in bonds with
longer maturities. These issues enjoyed especially strong gains as bond
prices rallied and provided the Fund with a superior return for the 12
months ended October 31, 1995.

During that time the Fund earned a total return (based on NAV) of 16.53%.
That outpaced the return of 15.26% for the average high-quality corporate
bond fund tracked by Lipper Analytical Services, as well as the return of
15.65% for the Lehman Aggregate Bond Index.

Adjusting Investment Maturities

Expecting long-term rates to fall, we arranged the maturities of the Fund's
investments in a "barbell" structure with a long average maturity before the
period started. By balancing large investments in asset-backed securities
maturing in one to three years with large investments in corporate and
Treasury bonds with 30-year maturities, we increased the Fund's potential
for capital gains and enhanced its yield, while buffering the value of the
Fund against a correction in bond prices.

Later, when the spread between yields on long-term and short-term issues had
narrowed, and a correction in bond prices seemed possible, we invested more
heavily in securities that matured in two to 10 years.

Corporate bonds performed especially well in the bond rally-- as strong cash
flows improved the credit quality of corporate issues, and the supply of new
corporate issues declined. In the first part of the period, we emphasized
corporate bonds from defensive industries, such as health care and food,
whose earnings do not require a growing economy to improve. Later, as it
looked like the economy would avoid a recession, we added corporate bonds
issued by companies in cyclical industries.

During the year we invested about 35% to 40% of the Fund's portfolio in
corporate bonds, and 15% to 20% in Treasuries. Mortgage-backed securities,
asset-backed securities and shorter-term issues accounted for the rest. This
mix, and a focus on bonds that could not be called by their issuers,
provided attractive returns as interest rates fell. At the end of the period
the Fund had a current SEC yield of 5.62%.

Anticipating Lower Rates

We believe the Fund is well-positioned for the months to come. If a slowing
economy brings lower interest rates, price gains for bonds maturing in two
to 10 years could be particularly strong. Falling interest rates would also
benefit the Fund's increased weighting in bonds of financial firms. Should
the markets acknowledge that they are poised for growth, the Fund's
investments in corporate bonds from cyclical sectors should also perform
quite well.

Portfolio Composition Pie Chart
Corporate Bonds                            41.4%
Short-Term Securities                      10.3%
Common & Preferred Stocks                    .2%
U.S. Government                            38.0%
Foreign Government Bonds                   10.1%


Moody's Bond Quality
Rating Distribution
Bar graph
U.S.
Government
       Aaa
Equivalent                                42.8%
       Aaa                                18.7%
        Aa                                19.5%
         A                                10.1%
       Baa                                 7.9%
        Ba                                 1.0%

   0%    10%    20%     30%     40%     50%



Worm Chart
Growth of $10,000   October 31, 1985 - October 31, 1995
Plot points are:
Date      LB Income     Lehman        Lipper
1985       10,000        10,000      10,000
            9,655        10,240      10,249
            9,723        10,553      10,550
            9,766        10,612      10,590
            9,897        11,031      11,057
           10,051        11,373      11,307
           10,072        11,433      11,346
           10,082        11,214      11,203
           10,134        11,508      11,419
           10,209        11,611      11,430
           10,360        11,899      11,719
           10,383        11,781      11,603
1986       10,536        11,950      11,779
           10,654        12,118      11,966
           10,725        12,163      12,062
           10,930        12,334      12,283
           11,052        12,419      12,377
           11,003        12,363      12,325
           10,731        12,025      11,909
           10,691        11,978      11,834
           10,799        12,143      11,979
           10,745        12,133      11,918
           10,729        12,069      11,826
           10,430        11,812      11,527
1987       10,633        12,232      11,869
           10,799        12,330      12,011
           11,019        12,498      12,164
           11,425        12,938      12,585
           11,568        13,092      12,750
           11,457        12,969      12,610
           11,412        12,899      12,542
           11,340        12,812      12,465
           11,679        13,121      12,741
           11,634        13,052      12,699
           11,713        13,085      12,723
           11,990        13,383      12,990
1988       12,212        13,634      13,199
           12,122        13,468      13,072
           12,219        13,483      13,148
           12,419        13,677      13,318
           12,296        13,578      13,238
           12,336        13,637      13,288
           12,585        13,922      13,517
           12,896        14,288      13,835
           13,359        14,722      14,240
           13,568        15,036      14,481
           13,395        14,813      14,291
           13,452        14,889      14,341
1989       13,680        15,255      14,639
           13,770        15,400      14,742
           13,738        15,441      14,764
           13,559        15,258      14,557
           13,604        15,307      14,570
           13,601        15,317      14,579
           13,434        15,176      14,411
           13,777        15,626      14,818
           13,959        15,877      15,052
           14,104        16,096      15,235
           13,848        15,881      14,973
           13,886        16,012      15,027
1990       14,010        16,216      15,190
           14,309        16,564      15,528
           14,519        16,823      15,770
           14,697        17,031      15,933
           14,910        17,176      16,105
           15,035        17,295      16,215
           15,250        17,481      16,414
           15,376        17,583      16,494
           15,359        17,574      16,465
           15,543        17,818      16,672
           15,874        18,203      17,071
           16,228        18,573      17,443
1991       16,340        18,779      17,598
           16,472        18,952      17,753
           17,023        19,515      18,388
           16,825        19,249      18,102
           16,896        19,374      18,192
           16,887        19,266      18,101
           16,955        19,404      18,195
           17,278        19,771      18,563
           17,558        20,044      18,834
           17,978        20,453      19,329
           18,141        20,660      19,484
           18,385        20,905      19,725
1992       18,086        20,627      19,390
           18,090        20,631      19,386
           18,385        20,959      19,710
           18,760        21,362      20,134
           19,158        21,736      20,589
           19,223        21,827      20,663
           19,353        21,980      20,799
           19,357        22,008      20,805
           19,721        22,407      21,267
           19,896        22,534      21,427
           20,286        22,929      21,920
           20,354        22,991      21,985
1993       20,444        23,076      22,086
           20,166        22,880      21,806
           20,246        23,003      21,900
           20,508        23,314      22,230
           20,046        22,908      21,741
           19,443        22,342      21,172
           19,273        22,164      20,935
           19,218        22,161      20,870
           19,092        22,113      20,799
           19,503        22,553      21,169
           19,494        22,580      21,173
           19,131        22,248      20,843
1994       19,051        22,228      20,785
           19,066        22,179      20,743
           19,262        22,332      20,890
           19,640        22,774      21,247
           20,068        23,316      21,730
           20,204        23,458      21,878
           20,513        23,787      22,175
           21,393        24,707      23,104
           21,556        24,888      23,261
           21,396        24,833      23,157
           21,688        25,133      23,448
           21,880        25,377      23,685
1995       22,200        25,707      24,019

Legend Reads:
LB Income Fund
Annualized Total Returns*     Period Ending 10/31/95
- ----------------------------------------------------
Based on              10 Years   5 Years    1 Year
- ----------------------------------------------------
Net Asset Value          8.85%     9.64%    16.53%
Public Offering Price    8.30%     8.52%    10.72%

Vertical Bar reads:
$26,000
 24,000
 22,000
 20,000
 18,000
 16,000
 14,000
 12,000
 10,000
  8,000
Horizontal bar reads:
1985   1986   1987   1989   1990   1991   1992   1993   1994   1995

Lehman Aggregate Bond Index                           $25,707
Lipper Average Corporate Bond Funds                   $24,019
LB Income Fund                                        $22,220

A Note About Performance

As you compare performance, please note that the LB Income Fund's
performance reflects the maximum 5% sales charge. The performance of the
index does not reflect any such charges. If you were to purchase any of the
individual bonds represented in this index, any sales charges you would pay
would reduce your total return as well.

*See accompanying notes to Portfolio Management Reviews.



LB Municipal Bond Fund

Photo goes here

Janet I. Grangaard is a Chartered Financial Analyst and was named portfolio
manager for the LB Municipal Bond Fund in January 1994. She has been with
Lutheran Brotherhood since 1988. Prior to her appointment as portfolio
manager, she served as associate portfolio manager for the Fund.

Investment Objective: To seek high current income that is exempt from
federal income tax by investing in municipal bonds.

In the last year, the LB Municipal Bond Fund maintained sizable investments
in municipal bonds with longer-term maturities that could not be called by
their issuers. These investments performed particularly well during the
recent rally in bond prices. As a result, the Fund had an exceptional return
for the 12 months ended October 31, 1995, outdistancing other funds in its
class.

During the period, the Fund earned a total return (based on NAV) of 14.97%.
That compares to 13.72% for the average municipal bond fund tracked by
Lipper Analytical Services. Over the same time, the return for the Lehman
Municipal Bond Index was 14.84%.

Enhancing Gains

When bond prices rise, longer-maturity issues typically enjoy stronger gains
than bonds with shorter maturities, and bonds that can not be called by
their issuers tend to outperform callable bonds. In fact, as a bond's call
date draws near, its price behaves more like the price of a shorter-term
issue.

By emphasizing noncallable bonds, we made the most of price gains that
longer-term issues earned. The gains were further enhanced by the fact that
we'd bought many of these securities when prices were lower in 1994 and
early 1995. We also improved the Fund's potential for gains by investing in
deep discount zero-coupon municipals and by taking advantage of variations
in municipal bond supply.

When we sold investments, we targeted municipal bonds from high-tax states.
With a general shortage in municipal bond supply, the especially strong
demand for municipal bonds in such states tended to enhance prices there.
When we made purchases, we looked for bonds available in heavy supply--since
this made their prices and yields relatively more attractive.

In addition, we favored bonds that funded high-quality, revenue-producing
projects. At a time when state and local governments have greater
responsibilities and fewer chances to raise taxes, revenue bonds with
predictable income streams offer good value.

With substantial investments in noncallable issues, the Fund maintained a
strong yield as interest rates fell. At the end of the period the Fund had a
current SEC yield of 4.63%. This is the same as a taxable yield of 7.23% for
shareholders in the 36% federal income tax bracket.

The Months to Come

We believe these strategies will also serve the Fund well in the months to
come. If the economy slows and inflation remains moderate, as we expect,
interest rates should fall farther and municipal bond prices should continue
to improve. Such a gain could be enhanced if investors think chances for tax
reform are growing dim.

Otherwise, the tax reform debate may have less effect on the municipal
market than it had in the previous 12 months. Although tax reform may be
discussed in the next presidential election, any concrete legislative
proposals to which the market might respond will likely wait for the new
Congress in 1997.

Since chances are good that municipal prices will rise, we expect to remain
heavily invested in bonds with longer maturities. This, plus continued
emphasis on noncallable bonds, should help the Fund take full advantage of
any further rally in prices.

Portfolio Composition Pie Chart
Escrowed                          19.5%
Other                             12.4%
Education                          3.6%
Transportation                    10.2%
Housing                            2.1%
Water & Sewer                     10.6%
Pollution Control                  2.9%
Utility                            9.4%
Health Care                       13.4%
General Obligation                15.9%


Moody's Bond Quality
Rating Distribution
Bar Graph
Aaa                           67.9%
 Aa                           14.2%
  A                           10.7%
Baa                            7.0%
  B                            0.2%

   0%     20%     40%     60%


Worm Chart
Growth of $10,000   October 31, 1985 - October 31, 1995
Plot points are:
Date      LBMBF         Lehman       Lipper
1985       10,000       10,000        10,000
            9,722       10,359        10,281
            9,962       10,450        10,528
           10,539       11,066        11,008
           11,106       11,505        11,443
           11,175       11,508        11,544
           11,188       11,518        11,495
           10,982       11,330        11,321
           11,038       11,438        11,450
           11,191       11,507        11,504
           11,626       12,023        12,056
           11,584       12,053        11,994
1986       11,797       12,261        12,267
           12,011       12,504        12,492
           12,026       12,469        12,493
           12,254       12,844        12,789
           12,367       12,907        12,890
           12,291       12,771        12,813
           11,672       12,130        12,012
           11,611       12,069        11,907
           11,845       12,424        12,170
           11,962       12,550        12,289
           11,974       12,579        12,327
           11,547       12,115        11,797
1987       11,636       12,158        11,834
           11,939       12,475        12,141
           12,199       12,656        12,363
           12,615       13,106        12,854
           12,753       13,245        12,988
           12,499       13,092        12,735
           12,606       13,191        12,802
           12,571       13,153        12,824
           12,840       13,345        13,043
           12,885       13,432        13,123
           12,931       13,444        13,170
           13,189       13,687        13,419
1988       13,434       13,928        13,698
           13,317       13,800        13,572
           13,514       13,940        13,777
           13,713       14,229        13,986
           13,627       14,067        13,870
           13,625       14,033        13,862
           13,964       14,366        14,197
           14,218       14,664        14,462
           14,354       14,864        14,650
           14,526       15,066        14,800
           14,385       14,918        14,642
           14,313       14,874        14,594
1989       14,505       15,055        14,770
           14,751       15,319        15,002
           14,874       15,444        15,104
           14,675       15,372        14,943
           14,781       15,508        15,091
           14,797       15,513        15,084
           14,631       15,401        14,891
           14,977       15,737        15,279
           15,161       15,876        15,424
           15,397       16,109        15,678
           15,075       15,875        15,338
           15,125       15,885        15,359
1990       15,365       16,172        15,582
           15,721       16,498        15,945
           15,849       16,563        16,014
           16,074       16,785        16,211
           16,164       16,931        16,305
           16,183       16,938        16,337
           16,412       17,164        16,576
           16,525       17,316        16,725
           16,460       17,299        16,673
           16,713       17,510        16,913
           16,908       17,741        17,130
           17,205       17,972        17,351
1991       17,339       18,134        17,505
           17,351       18,184        17,530
           17,777       18,575        17,943
           17,785       18,618        17,931
           17,752       18,624        17,956
           17,751       18,631        17,963
           17,953       18,797        18,128
           18,198       19,019        18,382
           18,511       19,338        18,717
           19,152       19,918        19,379
           18,810       19,723        19,069
           18,864       19,851        19,146
1992       18,651       19,657        18,801
           19,083       20,009        19,280
           19,368       20,213        19,518
           19,556       20,447        19,738
           20,274       21,187        20,512
           20,139       20,963        20,272
           20,330       21,174        20,491
           20,429       21,293        20,608
           20,810       21,649        20,962
           20,816       21,677        20,962
           21,272       22,128        21,427
           21,515       22,380        21,680
1993       21,654       22,422        21,724
           21,409       22,225        21,496
           21,880       22,694        21,923
           22,123       22,953        22,175
           21,497       22,358        21,586
           20,493       21,448        20,642
           20,588       21,631        20,717
           20,785       21,819        20,903
           20,627       21,686        20,767
           21,003       22,083        21,135
           21,075       22,160        21,188
           20,788       21,834        20,844
1994       20,371       21,445        20,448
           19,979       21,057        20,025
           20,442       21,521        20,514
           21,065       22,136        21,123
           21,743       22,780        21,750
           21,975       23,042        21,946
           21,995       23,070        21,944
           22,735       23,806        22,628
           22,435       23,599        22,382
           22,591       23,823        22,525
           22,875       24,125        22,773
           23,051       24,277        22,912
1995       23,419       24,629        23,262

Legend Reads:
LB Municipal Bond Fund
Annualized Total Returns*     Period Ending 10/31/95
- ----------------------------------------------------
Based on              10 Years   5 Years    1 Year
- ----------------------------------------------------
Net Asset Value          9.44%     8.79%    14.97%
Public Offering Price    8.88%     7.67%     9.28%

Vertical bar reads:
$26,000
 24,000
 22,000
 20,000
 18,000
 16,000
 14,000
 12,000
 10,000
  8,000
Horizontal bar reads:
1985   1986   1987   1988   1989   1990   1991   1992   1993   1994   1995

Lehman Municipal Bond Index                      $24,629
Lipper Average
General Municipal Bond Funds                     $23,262
LB Municipal Bond Fund                           $23,419

A Note About Performance

As you compare performance, please note that the LB Municipal Bond Fund's
performance reflects the maximum 5% sales charge. The performance of the
index does not reflect any such charges. If you were to purchase any of the
individual bonds represented in this index, any sales charges you would pay
would reduce your total return as well.

*See accompanying notes to Portfolio Management Reviews.



LB Money Market Fund

Photo goes here

Gail R. Onan, assistant vice president of Lutheran Brotherhood Research
Corp., was named portfolio manager for the LB Money Market Fund in January
1994. She has been with Lutheran Brotherhood Research Corp. since 1986.
Prior to her appointment as manager of the Fund, she served as associate
manager for the Fund.

Investment Objective: To seek current income with stability of principal by
investing in high-quality, short-term debt securities.**

The 12 months ended October 31, 1995, represent a transition year for
short-term interest rates and money market securities. Early in the period,
as the Federal Reserve Board's Open Market Committee raised the overnight
Fed Funds rate from 4.75% to 6%, money market yields continued the rise that
began in February 1994. Later, when the economy was slowing and the Fed
lowered the Fed Funds rate to 5.75%, money market yields declined--ending
the period slightly higher than when it began.

During this time we adjusted maturities of investments in the LB Money
Market Fund to make the most of yield changes and emphasized investments
whose yields were especially attractive. This helped the Fund achieve a
total return of 4.95%.

Maximizing Yield

Throughout the year, as the Fund's assets grew from $277 million to $341
million, we used several strategies to maximize yield. Once the Fed raised
interest rates in November 1994, we increased the Fund's commitment to
instruments whose longer maturities offered stronger yields. In January, we
reduced the focus on longer-term issues, seeking to invest rapidly in
higher-yielding securities when the Fed raised short-term rates again.

After short-term rates rose in February, we increased the Fund's emphasis on
longer-maturity issues to lock in the higher yields that were available at
that time. We did not lengthen the maturity of the Fund's investments
further during the end of the period, since the spread between yields for
short- and longer-term instruments had narrowed significantly.

During the period we added investments in commercial paper, acquiring yields
that were then particularly attractive. Many of these holdings were
irrevocable letters of credit from banks in the U.S. and Europe that offered
additional opportunities for enhanced yields.

Looking Ahead

There are some conflicting reports about the strength of the current
economy.  However, investors seem reassured that the Fed has controlled
inflation. If the economy continues to slow, short-term interest rates and
money market yields should edge lower. If stronger growth seems likely, and
investors see inflation as a problem, money market yields could rise--at
least temporarily.

We do not expect to invest in longer-maturity issues until a greater yield
advantage appears. By continuing to stagger maturity dates for the Fund's
investments, however, we hope to be positioned to continually make the most
of short-term rises in yields produced by new inflation concerns. In the
meantime, we will keep significant investments in commercial paper,
maintaining a diverse mix of securities of both high credit quality and
strong liquidity.

Portfolio Composition Pie Chart
Banker's Acceptances                  5.8%
Corporate Notes                        .9%
Variable Rate Notes                  10.3%
Certificates of Deposit               7.7%
Commerical Paper                     75.3%


Annualized Total Returns*
Period Ending 10/31/95

10 Years     5 Years    1 Year
5.36%          3.82%     4.95%

Footnotes

  *The annualized total return reflects the change in share price, the
reinvestment of all dividends and capital gains, and the effect of
compounding. Since performance varies, the annualized total return, which
assumes a steady rate of growth, differs from the Fund's actual total return
for the years indicated. POP returns have been adjusted for the maximum 5%
sales charge. NAV returns do not include a sales charge. All returns
represent past performance. The value of an investment fluctuates so that
shares, when redeemed, may be worth more or less than the original investment.

 **Investments in the LB Money Market Fund are neither guaranteed nor
insured by the U.S. Government and there is no assurance that the Fund will
maintain a stable net asset value.

This report must be preceded or accompanied by a prospectus of the Lutheran
Brotherhood Family of Funds.







                     CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Prospectus and 
Statement of Additional Information constituting parts of this Post-
Effective Amendment No. 56 to the registration statement on Form N-1A (the 
"Registration Statement") of our report dated December 11, 1995, relating to 
the financial statements and financial highlights appearing in the October 
31, 1995 Annual Report to Shareholders of the Lutheran Brotherhood Family of 
Funds, which is also incorporated by reference into the Registration 
Statement.  We also consent to the references to us under the headings 
"Financial Highlights" and "Independent Accountants" in the Prospectus and 
under the heading "Independent Accountants" in the Statement of Additional 
Information.


/s/ Price Waterhouse LLP

Price Waterhouse LLP
Minneapolis, Minnesota
December 27, 1995



<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS EXHIBIT 27 - FINANCIAL DATA 
SCHEDULE. THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED 
FROM THE ANNUAL REPORT TO SHAREHOLDERS DATED OCTOBER 31, 1995 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 1
   <NAME> LUTHERAN BROTHERHOOD OPPORTUNITY GROWTH FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                          161,206
<INVESTMENTS-AT-VALUE>                         169,947
<RECEIVABLES>                                   10,469
<ASSETS-OTHER>                                      86
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 180,502
<PAYABLE-FOR-SECURITIES>                        14,710
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          109
<TOTAL-LIABILITIES>                             14,819
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       123,874
<SHARES-COMMON-STOCK>                           11,976
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         33,067
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         8,742
<NET-ASSETS>                                   165,683
<DIVIDEND-INCOME>                                   92
<INTEREST-INCOME>                                  622
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   1,850
<NET-INVESTMENT-INCOME>                        (1,136)
<REALIZED-GAINS-CURRENT>                        38,532
<APPREC-INCREASE-CURRENT>                      (4,582)
<NET-CHANGE-FROM-OPS>                           32,814
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          4,093
<NUMBER-OF-SHARES-REDEEMED>                      1,368
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                          66,106
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                      (2,584)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              938
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  1,850
<AVERAGE-NET-ASSETS>                           128,949
<PER-SHARE-NAV-BEGIN>                            10.76
<PER-SHARE-NII>                                 (0.09)
<PER-SHARE-GAIN-APPREC>                           3.16
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              13.83
<EXPENSE-RATIO>                                   1.43
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 2
   <NAME> LUTHERAN BROTHERHOOD FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                          553,908
<INVESTMENTS-AT-VALUE>                         639,534
<RECEIVABLES>                                   10,691
<ASSETS-OTHER>                                      89
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 650,314
<PAYABLE-FOR-SECURITIES>                         4,578
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          234
<TOTAL-LIABILITIES>                              4,812
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       516,438
<SHARES-COMMON-STOCK>                           30,464
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                          488
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         42,950
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        85,626
<NET-ASSETS>                                   645,502
<DIVIDEND-INCOME>                               10,132
<INTEREST-INCOME>                                2,441
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   5,899
<NET-INVESTMENT-INCOME>                          6,673
<REALIZED-GAINS-CURRENT>                        46,207
<APPREC-INCREASE-CURRENT>                       61,524
<NET-CHANGE-FROM-OPS>                          114,404
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        6,750
<DISTRIBUTIONS-OF-GAINS>                            88
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          2,729
<NUMBER-OF-SHARES-REDEEMED>                      3,658
<SHARES-REINVESTED>                                354
<NET-CHANGE-IN-ASSETS>                          96,916
<ACCUMULATED-NII-PRIOR>                            607
<ACCUMULATED-GAINS-PRIOR>                      (1,492)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            3,727
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  5,899
<AVERAGE-NET-ASSETS>                           579,490
<PER-SHARE-NAV-BEGIN>                            17.67
<PER-SHARE-NII>                                   0.22
<PER-SHARE-GAIN-APPREC>                           3.52
<PER-SHARE-DIVIDEND>                              0.22
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              21.19
<EXPENSE-RATIO>                                   1.02
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 3
   <NAME> LUTHERAN BROTHERHOOD HIGH YIELD FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                          573,381
<INVESTMENTS-AT-VALUE>                         580,852
<RECEIVABLES>                                   13,717
<ASSETS-OTHER>                                      16
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 594,585
<PAYABLE-FOR-SECURITIES>                            82
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          167
<TOTAL-LIABILITIES>                                249
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       599,544
<SHARES-COMMON-STOCK>                           65,817
<SHARES-COMMON-PRIOR>                           56,392
<ACCUMULATED-NII-CURRENT>                        2,046
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                       (14,724)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         7,471
<NET-ASSETS>                                   594,337
<DIVIDEND-INCOME>                                5,206
<INTEREST-INCOME>                               51,646
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   5,062
<NET-INVESTMENT-INCOME>                         51,789
<REALIZED-GAINS-CURRENT>                      (14,450)
<APPREC-INCREASE-CURRENT>                       30,066
<NET-CHANGE-FROM-OPS>                           67,405
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       52,186
<DISTRIBUTIONS-OF-GAINS>                         3,035
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         13,396
<NUMBER-OF-SHARES-REDEEMED>                      8,273
<SHARES-REINVESTED>                              4,302
<NET-CHANGE-IN-ASSETS>                          94,704
<ACCUMULATED-NII-PRIOR>                          2,443
<ACCUMULATED-GAINS-PRIOR>                       2,761
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            3,510
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  5,062
<AVERAGE-NET-ASSETS>                           543,285
<PER-SHARE-NAV-BEGIN>                             8.86
<PER-SHARE-NII>                                   0.83
<PER-SHARE-GAIN-APPREC>                           0.24
<PER-SHARE-DIVIDEND>                              0.85
<PER-SHARE-DISTRIBUTIONS>                         0.05
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.03
<EXPENSE-RATIO>                                   0.93
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 4
   <NAME> LUTHERAN BROTHERHOOD INCOME FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                        1,001,648
<INVESTMENTS-AT-VALUE>                       1,017,961
<RECEIVABLES>                                   45,273
<ASSETS-OTHER>                                      76
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               1,063,310
<PAYABLE-FOR-SECURITIES>                       120,938
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          231
<TOTAL-LIABILITIES>                            121,169
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       961,114
<SHARES-COMMON-STOCK>                          108,068
<SHARES-COMMON-PRIOR>                          113,190
<ACCUMULATED-NII-CURRENT>                        4,974
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                       (40,259)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        16,313
<NET-ASSETS>                                   942,142
<DIVIDEND-INCOME>                                  442
<INTEREST-INCOME>                               71,878
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   7,660
<NET-INVESTMENT-INCOME>                         64,660
<REALIZED-GAINS-CURRENT>                         9,257
<APPREC-INCREASE-CURRENT>                       66,245
<NET-CHANGE-FROM-OPS>                          140,161
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       62,452
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          5,471
<NUMBER-OF-SHARES-REDEEMED>                     16,217
<SHARES-REINVESTED>                              5,625
<NET-CHANGE-IN-ASSETS>                          34,971
<ACCUMULATED-NII-PRIOR>                          2,752
<ACCUMULATED-GAINS-PRIOR>                     (49,501)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            5,432
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  7,660
<AVERAGE-NET-ASSETS>                           922,871
<PER-SHARE-NAV-BEGIN>                             8.01
<PER-SHARE-NII>                                   0.59
<PER-SHARE-GAIN-APPREC>                           0.69
<PER-SHARE-DIVIDEND>                              0.57
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.72
<EXPENSE-RATIO>                                   0.83
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 5
   <NAME> LUTHERAN BROTHERHOOD MUNICIPAL BOND FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                          575,989
<INVESTMENTS-AT-VALUE>                         616,838
<RECEIVABLES>                                   12,383
<ASSETS-OTHER>                                      71
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 629,292
<PAYABLE-FOR-SECURITIES>                           478
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          116
<TOTAL-LIABILITIES>                                594
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       595,352
<SHARES-COMMON-STOCK>                           73,261
<SHARES-COMMON-PRIOR>                           75,488
<ACCUMULATED-NII-CURRENT>                          554
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        (8,057)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        40,849
<NET-ASSETS>                                   628,698
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               37,743
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   4,540
<NET-INVESTMENT-INCOME>                         33,203
<REALIZED-GAINS-CURRENT>                         (338)
<APPREC-INCREASE-CURRENT>                       52,104
<NET-CHANGE-FROM-OPS>                           84,969
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                     (33,124)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          4,793
<NUMBER-OF-SHARES-REDEEMED>                     10,088
<SHARES-REINVESTED>                              3,067
<NET-CHANGE-IN-ASSETS>                          33,512
<ACCUMULATED-NII-PRIOR>                            450
<ACCUMULATED-GAINS-PRIOR>                      (7,694)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            3,505
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  4,540
<AVERAGE-NET-ASSETS>                           611,979
<PER-SHARE-NAV-BEGIN>                             7.88
<PER-SHARE-NII>                                   0.45
<PER-SHARE-GAIN-APPREC>                           0.70
<PER-SHARE-DIVIDEND>                              0.45
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.58
<EXPENSE-RATIO>                                   0.74
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 6
   <NAME> LUTHERAN BROTHERHOOD MONEY MARKET FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                          339,102
<INVESTMENTS-AT-VALUE>                         339,102
<RECEIVABLES>                                    1,861
<ASSETS-OTHER>                                     388
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 341,351
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          266
<TOTAL-LIABILITIES>                                266
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       341,084
<SHARES-COMMON-STOCK>                          341,084
<SHARES-COMMON-PRIOR>                          276,868
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   341,084
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               18,306
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   3,384
<NET-INVESTMENT-INCOME>                         14,922
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                           14,922
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       14,922
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        547,639
<NUMBER-OF-SHARES-REDEEMED>                    497,972
<SHARES-REINVESTED>                             14,550
<NET-CHANGE-IN-ASSETS>                          64,216
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            1,538
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  3,638
<AVERAGE-NET-ASSETS>                           307,661
<PER-SHARE-NAV-BEGIN>                             1.00
<PER-SHARE-NII>                                   0.05
<PER-SHARE-GAIN-APPREC>                              0
<PER-SHARE-DIVIDEND>                              0.05
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               1.00
<EXPENSE-RATIO>                                   1.10
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        





</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 7
   <NAME> LUTHERAN BROTHERHOOD WORLD GROWTH FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             SEP-05-1995
<PERIOD-END>                               OCT-31-1995
<INVESTMENTS-AT-COST>                           14,408
<INVESTMENTS-AT-VALUE>                          14,274
<RECEIVABLES>                                       27
<ASSETS-OTHER>                                     173
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  14,474
<PAYABLE-FOR-SECURITIES>                           421
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           85
<TOTAL-LIABILITIES>                                506
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        14,086
<SHARES-COMMON-STOCK>                            1,654
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                           19
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            (2)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         (135)
<NET-ASSETS>                                    13,968
<DIVIDEND-INCOME>                                   20
<INTEREST-INCOME>                                   31
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                      28
<NET-INVESTMENT-INCOME>                             23
<REALIZED-GAINS-CURRENT>                           (6)
<APPREC-INCREASE-CURRENT>                        (135)
<NET-CHANGE-FROM-OPS>                            (118)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          1,657
<NUMBER-OF-SHARES-REDEEMED>                          3
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                          13,968
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               18
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                     41
<AVERAGE-NET-ASSETS>                             9,443
<PER-SHARE-NAV-BEGIN>                             8.50
<PER-SHARE-NII>                                   0.01
<PER-SHARE-GAIN-APPREC>                         (0.07)
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.44
<EXPENSE-RATIO>                                   1.95
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        






</TABLE>


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