LUTHERAN BROTHERHOOD FAMILY OF FUNDS
485BPOS, 1996-12-30
Previous: LONG ISLAND LIGHTING CO, 8-K, 1996-12-30
Next: LUTHERAN BROTHERHOOD FAMILY OF FUNDS, NSAR-B, 1996-12-30




<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. __57__                         X
                                  and/or
     REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X
                            Amendment No. __36__                         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)
_____ immediately upon filing pursuant to paragraph (b) of Rule 485
__X__ on December 30, 1996 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:

__X__ filed the Notice required by that Rule on December 26, 1996; or
_____ intends to file the Notice required by that Rule on or about
      December 23, 1996; or
_____ 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

                                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 30, 1996
    

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 26 years, and Lutheran 
Brotherhood personnel have extensive skill in managing over $11.7 billion of 
Lutheran Brotherhood assets and had over $7.4 billion in mutual fund assets 
under management as of September 30, 1996. 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 30, 1996 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 0% 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                        0.69%       0.90%*    0.64%     0.64%     0.59%     0.57%     0.44%*
  12b-1 Fees                                 None        None      None      None      None      None      None
  Other Expenses                             0.59%       1.05%     0.33%     0.27%     0.24%     0.17%     0.57%
                                             -----       -----     -----     -----     -----     -----     -----
  Total Fund Operating Expenses              1.28%       1.95%*    0.97%     0.91%     0.83%     0.74%     1.01%*
                                             ====        =====     ====      ====      ====      ====      ====
_____________________
*  After fee waivers.
</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:

                                     1 Year   3 Years   5 Years   10 Years
                                     ------   -------   -------   --------
   
  LB Opportunity Growth Fund          $62     $ 89      $117      $197
  LB World Growth Fund                $69     $108      $150      $266
  LB Fund                             $59     $ 79      $101      $163
  LB High Yield Fund                  $59     $ 78      $ 98      $156
  LB Income Fund                      $58     $ 75      $ 94      $147
  LB Municipal Bond Fund              $57     $ 72      $ 89      $137
  LB Money Market Fund                $10     $ 32      $ 56      $124 
    

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, 1996 would be 
1.08% and 2.13%, respectively, of average net assets of the Fund without the 
partial waiver of advisory fees, which amounted to amount to 0.18% of 
average net assets of the Fund. This waiver of fees is voluntary and may be 
discontinued at any time.

LB Research has undertaken to limit the LB Money Market Fund's total 
expenses to 0.95%, effective April 1, 1996.  Prior to that date, LB Research 
had undertaken to limit that Fund's 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, 1996, Net Management Fees and Total Fund Operating 
Expenses would have been 0.50% and 1.07%, respectively, of average net 
assets of the LB Money Market Fund without the partial waiver of advisory 
fees, which amounted to 0.06% 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 included in the Annual Reports to 
Shareholders for the fiscal year ended October 31, 1996. 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   Year Ended   effective date) to
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)(a)    10/31/96     10/31/95     10/31/94    October 31, 1993
                                                    ----------   ----------   ----------   -----------------

<S>                                                   <C>          <C>          <C>             <C>
Net Asset Value, Beginning of Period                  $13.83       $10.76       $10.66          $ 8.43
                                                      ------       ------        ------          ------
Investment Operations:
Net Investment Income                                  (0.11)        (.09)       (0.06)          (0.07)
Net Realized and Unrealized Gain (Loss)
  on Investments                                        2.63         3.16         0.16            2.30
                                                      ------       ------       ------          ------
Total from Investment Operations                        2.52         3.07         0.10            2.23
                                                      ------       ------       ------          ------
Less Distributions:
  Distributions from Net Realized Gain
    on Investments                                     (2.73)          --           --              --
                                                      ------       ------       ------          ------

Net Asset Value, End of Period                        $13.62       $13.83       $10.76          $10.66
                                                      ======       ======       ======          ======
Total Investment Return at Net Asset Value(%)(b)      21.27%       28.53%       0.94%           26.45%
Net Assets, End of Period (in millions)               $265.8       $165.7       $99.6           $40.8

Ratio of Expenses to Average Net Assets (%)            1.28%        1.43%       1.66%           2.33%(c)
Ratio of Net Investment Income to Average
  Net Assets (%)                                      -0.92%       -0.88%       -0.83%          -1.76%(c)
Portfolio Turnover (%)                                  176%        213%         64%             97%
Average commission rate (d)                           $0.0488        N/A         N/A             N/A
</TABLE>

________________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.
(d)  Average commission rate is based on total broker commissions incurred in 
     connection with execution of portfolio transactions during the period, 
     divided by the sum of all portfolio shares purchased and sold during the 
     period that were subject to a commission.  Broker commissions are 
     treated as capital items that increase the cost basis of securities 
     purchased, or reduce the proceeds of securities sold.

<PAGE>
<TABLE>

                                              LB WORLD GROWTH FUND
<CAPTION
                                                                          For the Period From
                                                                          September 5, 1995
                                                       Year Ended         (effective date) to
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)(a)  October 31, 1996      October 31, 1995
                                                    ----------------      -------------------

<S>                                                     <C>                    <C>
Net Asset Value, Beginning of Period                    $ 8.44                 $ 8.50
                                                        ------                 ------
Income From Investment Operations:
Net Investment Income                                     0.04                   0.01
Net Realized and Unrealized Gain (Loss)
  on Investments                                          1.02                  (0.07)
                                                        ------
Total from Investment Operations                          1.06                  (0.06)
                                                        ------                  ------
Less Distributions:
  Dividends from Net Investment Income                   (0.02)                    --
                                                        ------                  ------

Net Asset Value, End of Period                           $9.48                 $ 8.44
                                                         =====                 ======
Total Investment Return at Net Asset Value(b)           12.53%                 -0.71%
Net Assets, End of Period (in millions)                  $52.9                 $14.0
Ratio of Expenses to Average Net Assets                 1.95%(d)               1.95%(c,d)
Ratio of Net Investment Income to Average
  Net Assets                                            0.67%(d)               1.60%(c,d)
Portfolio Turnover Rate                                    11%                     0%
Average commission rate (e)                             $0.0216                  N/A
</TABLE>

________________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.
(d)  Effective September 5, 1995, Lutheran Brotherhood Research 
     Corp. (LBRC) has voluntarily undertaken to limit the Fund's expense ratio 
     at 1.95%. Had LBRC not undertaken such action, the ratio of 
     expenses to average net assets would have been 2.13% and 2.89%, and the 
     ratio of net investment income to average net assets would have been 
     0.49% and 0.66%, respectively, for the year ended October 31, 1996 and 
     for the period from September 5, 1995 to October 31, 1995.
(e)  Average commission rate is based on total broker commissions incurred in 
     connection with execution of portfolio transactions during the period, 
     divided by the sum of all portfolio shares purchased and sold during the 
     period that were subject to a commission.  Broker commissions are treated 
     as capital items that increase the cost basis of securities purchased, 
     or reduce the proceeds of securities sold.


<PAGE>
<TABLE>
                                                   LB FUND

<CAPTION>
                                                         Nine
(FOR A SHARE OUTSTANDING                                months
THROUGHOUT THE PERIOD)(a)    Year      Year      Year    ended
                             Ended     Ended     Ended  October 31,                  Years ended January 31,          
                                                                  ---------------------------------------------------
                           10/31/96  10/31/95  10/31/94   1993    1993      1992     1991     1990     1989     1988
                           --------  --------------------------------------------------------------------------------

<S>                         <C>       <C>       <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net Asset Value,
  Beginning of Period       $21.19    $17.67    $18.85   $18.53   $19.14   $17.10   $15.83   $15.97   $14.44   $18.38
                            ------    ------    ------   ------   ------    -----   ------   ------   ------   ------
Investment Operations:
Net Investment Income         0.20      0.22      0.19     0.29     0.27     0.32     0.37     0.36     0.47     0.49
Net Realized and
  Unrealized Gain (Loss)
  on Investments              3.33      3.52     (0.20)    1.04     1.42     3.90     1.34     1.32     1.54    (2.19)
                            ------    ------     ------   ------   ------    -----   ------   ------   ------  ------
Total from Investment
  Operations                  3.53      3.74     (0.01)    1.33     1.69     4.22     1.71     1.68     2.01    (1.70)
                            ------    ------     ------   ------   ------    -----   ------   ------   ------  ------
Less Distributions from:
  Net Investment Income      (0.20)     (0.22)   (0.20)   (0.28)   (0.27)   (0.31)   (0.38)   (0.32)   (0.48)   (0.48)
Net Realized Gain on
  Investments                (1.45)        --    (0.97)   (0.73)   (2.03)   (1.87)   (0.06)   (1.50)     -      (1.76)
                            ------    ------     ------   ------   ------    -----   ------   ------   ------  ------
Total Distributions          (1.65)     (0.22)   (1.17)   (1.01)   (2.30)   (2.18)   (0.44)   (1.82)   (0.48)   (2.24)
                            ------    ------     ------   ------   ------    -----   ------   ------   ------  ------
Net Asset Value 
  End of Period             $23.07    $21.19    $17.67   $18.85   $18.53   $19.14   $17.10   $15.83   $15.97   $14.44
                            ======    ======    ======   ======   ======   ======   ======   ======   ======   ======
Total Investment 
  Return at Net Asset
  Value(%)(b)               17.61%    21.34%     -0.11%    7.41%   9.47%   24.67%   10.92%    9.77%   14.26%   -8.70%
Net Assets, End of
  Period (in millions)      $768.8    $645.5     $548.6   $527.3  $460.9   $380.3   $303.4   $273.3   $275.9   $258.9
Ratio of Expenses to
  Average Net Assets (%)     0.97%     1.02%      1.04%  1.01%(c)  0.97%    1.00%    1.05%    1.04%    1.08%    1.07%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                 0.94%    1.15%      1.10%   2.15%(c)   1.44%   1.69%    2.21%    1.99%    3.24%    2.69%
Portfolio Turnover (%)         91%     127%       234%    237%       249%    175%     148%     145%      89%      88%
Average commission rate (d) $0.0664    N/A        N/A     N/A        N/A     N/A      N/A      N/A       N/A      N/A
</TABLE>

________________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.
(d)  Average commission rate is based on total broker commissions incurred in 
     connection with execution of portfolio transactions during the period, 
     divided by the sum of all portfolio shares purchased and sold during the 
     period that were subject to a commission.  Broker commissions are treated 
     as capital items that increase the cost basis of securities purchased, or 
     reduce the proceeds of securities sold.



<PAGE>
<TABLE>
                                            LB HIGH YIELD FUND
<CAPTION>

                                                         Nine
(FOR A SHARE OUTSTANDING                                months
THROUGHOUT THE PERIOD)(a)    Year     Year      Year    ended
                            Ended     Ended     Ended  October 31,               Years ended January 31,              
                                                                     ---------------------------------------------------
                           10/31/96  10/31/95  10/31/94     1993     1993     1992     1991     1990     1989     1988*
                           ---------------------------------------------------------------------------------------------

<S>                          <C>       <C>       <C>        <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net Asset Value,
  Beginning of Period        $9.03     $8.86     $9.73      $9.12    $8.45    $6.72    $7.93    $9.72    $9.86    $10.44
                             -----     -----     -----      -----    -----    -----    -----    -----    -----    ------
Investment Operations:
Net Investment Income         0.84      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              0.17      0.24     (0.86)      0.60     0.68     1.72    (1.21)   (1.76)   (0.17)   (0.60)
                             -----     -----     -----      -----    -----    -----    -----    -----    -----    ------
Total from Investment
  Operations                  1.01      1.07     (0.03)      1.21     1.56     2.65    (0.29)   (0.64)    0.97     0.27
                             -----     -----     -----      -----    -----    -----    -----    -----    -----    ------
Less Distributions from:
Net Investment Income        (0.83)    (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          (0.83)    (0.90)    (0.84)     (0.60)   (0.89)   (0.92)   (0.92)   (1.15)   (1.11)   (0.85)
                             -----     -----     -----       -----   ------   ------   ------   -----    -----    ------
Net Asset Value,
  End of Period              $9.21     $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(%)(b)                11.64%    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)       $703.1    $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 (%)      0.91%     0.93%      0.95%    0.94%(c)  0.99%    1.16%    1.23%    1.19%    1.21%   1.50%(c)
Ratio of Net Investment
  Income to Average Net
  Assets (%)                  9.23%    9.53%       8.92%    8.72%(c) 10.04%   11.95%   12.51%   12.23%   11.72%   10.95%(c)
Portfolio Turnover (%)        104%      71%        50%       66%       86%     145%     120%      86%      73%      67%
</TABLE>

________________________
*    For the period April 3, 1987 (effective date) to January 31, 1988.
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.



<PAGE>
<TABLE>
                                              LB INCOME FUND 

<CAPTION>
                                                            Nine
(FOR A SHARE OUTSTANDING                                   months
THROUGHOUT THE PERIOD)(a)   Year      Year        Year     ended
                            Ended     Ended       Ended   October 31,               Years ended January 31,              
                                                                    --------------------------------------------------
                           10/31/96  10/31/95   10/31/94   1993     1993     1992     1991     1990     1989     1988
                           -------------------------------------------------------------------------------------------

<S>                         <C>       <C>       <C>      <C>       <C>      <C>      <C>      <C>       <C>     <C>
Net Asset Value,
  Beginning of Period       $8.72     $8.01     $9.43     $9.10    $8.79    $8.35    $8.47    $8.52     $8.62   $9.07
                            -----     -----     -----     -----    -----    -----    -----     -----    -----   -----
Investment Operations
Net Investment Income        0.57      0.59      0.58      0.47     0.66     0.72     0.78     0.82     0.80     0.80
Net Realized and
  Unrealized Gain (Loss)
  on Investments            (0.19)     0.69     (1.19)     0.33     0.31     0.44    (0.11)   (0.06)   (0.10)   (0.44)
                            -----     -----     -----     -----    -----    -----    -----    -----    -----    ------
Total from Investment
  Operations                 0.38      1.28     (0.61)     0.80     0.97     1.16     0.67     0.76     0.70     0.36
                            -----     -----     -----     -----    -----    -----    -----    -----    -----    -----
Less Distributions from:
Net Investment Income       (0.60)    (0.57)    (0.56)    (0.47)   (0.66)   (0.72)   (0.79)   (0.81)   (0.80)   (0.81)
Net Realized Gain on 
  Investments                 --        --      (0.25)       -        -         -       -        -        -        -
                            -----     -----     -----     -----    -----    -----    -----    -----    -----    ------
Total Distributions         (0.60)    (0.57)    (0.81)    (0.47)   (0.66)   (0.72)   (0.79)   (0.81)   (0.80)   (0.81)
Net Asset Value,
  End of Period             $8.50     $8.72     $8.01     $9.43    $9.10    $8.79    $8.35    $8.47    $8.52    $8.62
                            =====     =====     =====     =====    =====    =====    =====    =====    =====    =====
Total Investment 
  Return at Net Asset
  Value(%)(b)               4.56%     16.53%    -6.81%    8.97%    11.50%   14.48%   8.39%    9.18%    8.69%    4.53%
Net Assets, End of
  Period (in millions)      $871.0    $942.1    $907.2   $1,042.2  $944.6   $819.5   $736.5   $719.8   $725.5   $711.8
Ratio of Expenses to
  Average Net Assets (%)    0.83%      0.83%    0.82%    0.80%(c,d) 0.90%    0.97%    1.02%    1.02%    1.03%    1.03%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                6.61%      7.01%    6.77%    6.87%(c,d) 7.40%    8.38%    9.35%    9.53%    9.52%    9.47%
Portfolio Turnover (%)      142%       131%     155%       84%       104%    117%     118%     113%      68%      48%
</TABLE>
________________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.
(d)  During the nine month period ended October 31, 1993, Lutheran Brotherhood 
     Research Corp. (LBRC) undertook a voluntary reduction of the Fund's 
     investment advisory fee equal to 0.10% of average daily net assets.  Had 
     LBRC 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%.


<PAGE>
<TABLE>

                                         LB MUNICIPAL BOND FUND

<CAPTION>
                                                             Nine
(FOR A SHARE OUTSTANDING                                    months
THROUGHOUT THE PERIOD)(a)       Year     Year      Year      ended
                                Ended    Ended     Ended   October 31,               Years ended January 31,              
                                                                        --------------------------------------------
                              10/31/96  10/31/95  10/31/94   1993     1993     1992    1991    1990    1989    1988
                               -------------------------------------------------------------------------------------

<S>                            <C>       <C>       <C>      <C>       <C>      <C>     <C>     <C>     <C>     <C>
Net Asset Value,
  Beginning of Period          $8.58     $7.88     $9.00    $8.52     $8.45    $8.32   $8.15   $8.18   $8.09   $8.45
                               -----     -----     -----    -----     -----    -----   -----   -----   -----   -----
Investment Operations:
Net Investment Income           0.44      0.45      0.46     0.37      0.53     0.56    0.58    0.58    0.60    0.59
Net Realized and Unrealized
  Gain (Loss) on Investments    0.01      0.70     (0.96)    0.51      0.28     0.29    0.16   (0.02)   0.07   (0.37)
                               -----     -----      -----    -----     -----    -----   -----   -----   -----   ----- 
Total from Investment
  Operations                    0.45      1.15     (0.50)    0.88      0.81     0.85    0.74    0.56    0.67    0.22
                               -----     -----     -----    -----     -----    -----   -----   -----   -----   ----- 
Less Distributions from:
Net Investment Income          (0.43)    (0.45)    (0.46)   (0.37)    (0.52)   (0.56)  (0.57)  (0.59)  (0.58)  (0.58)
Net Realized Gain on
  Investments                    --        --      (0.16)   (0.03)    (0.22)   (0.16)     -       -       -       -
                               -----     -----     -----    -----     -----    -----   -----   -----   -----   ----- 
Total Distributions            (0.43)    (0.45)    (0.62)   (0.40)    (0.74)   (0.72)  (0.57)  (0.59)  (0.58)  (0.58)
                               -----     -----      -----    -----     -----    -----   -----   -----   -----   -----
Net Asset Value,
  End of Period                $8.60     $8.58     $7.88    $9.00     $8.52    $8.45   $8.32   $8.15   $8.18   $8.09
                               =====     =====     =====    =====     =====    =====   =====   =====   =====   =====
Total Investment 
  Return at Net Asset 
  Value(%)(b)                  5.33%     14.97%    -5.93%   10.73%     9.96%   10.64%   9.54%   7.02%   8.70%   2.95%
Net Assets, End of
  Period (in millions)         $609.5    $628.7    $595.2   $629.7    $532.6   $448.4  $382.5  $348.2  $306.5  $283.6
Ratio of Expenses to
  Average Net Assets (%)        0.74%     0.74%     0.75%   0.74%(c,d) 0.80%   0.83%   0.86%   0.86%   0.92%   0.91%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                   5.14%      5.43%     5.44%   5.69%(c,d) 6.22%   6.65%   7.06%   7.04%   7.37%   7.39%
Portfolio Turnover (%)          33%        36%       38%     46%        77%     78%     68%     60%     70%     61%
</TABLE>

________________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total investment return assumes dividend reinvestment and does not 
     reflect the effect of sales charges.
(c)  Computed on an annualized basis.
(d)  During the nine month period ended October 31, 1993, Lutheran Brotherhood 
     Research Corp. (LBRC) had undertaken a voluntary reduction of the Fund's 
     investment advisory fee equal to 0.05% of average daily net assets.  Had 
     LBRC 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%.



<PAGE>
<TABLE>
                                             LB MONEY MARKET FUND

<CAPTION>
                                                              Nine
(FOR A SHARE OUTSTANDING                                     months
THROUGHOUT THE PERIOD)(a)     Year        Year      Year     ended
                             Ended       Ended     Ended   October 31,               Years ended January 31,          
                                                                        ----------------------------------------------
                            10/31/96    10/31/95  10/31/94   1993      1993     1992     1991    1990    1989    1988
                            ------------------------------------------------------------------------------------------

<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      0.05      0.03      0.02        0.03      0.05    0.07    0.08    0.07    0.06
                             -----     -----     -----     -----       -----     -----   -----   -----   -----   -----
Less Distributions from:
Net Investment Income        (0.05)    (0.05)    (0.03)    (0.02)      (0.03)    (0.05)  (0.07)  (0.08)  (0.07)  (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(%)(b)                4.63%     4.95%     2.89%     1.63%       2.77%     5.10%   7.40%   8.44%   7.01%   5.98%
Net Assets, End of
  Period (in thousands)      $417.6    $341.1    $276.9    $275.1      $317.0    $412.3  $473.4  $423.5  $309.3  $263.6
Ratio of Expenses to
  Average Net Assets (%)     1.01%(d)  1.10%(d)  1.10%(d)  1.10%(c,d)  1.10%(d)   1.08%   1.07%   1.09%   1.07%   1.07%
Ratio of Net Investment
  Income to Average Net
  Assets (%)                 4.53%(d)  4.85%(d)  2.85%(d)  2.16%(c,d)  2.76%(d)   5.01%   7.16%   8.10%   6.83%   5.80%
</TABLE>
______________________
(a)  All per share amounts have been rounded to the nearest cent.
(b)  Total return is based on the change in net asset value during the 
     period and assumes reinvestment of all distributions.
(c)  Computed on an annualized basis.
(d)  Effective February 1, 1992 through March 31, 1996, Lutheran Brotherhood 
     Research Corp. (LBRC) had voluntarily undertaken to limit the Fund's 
     expense ratio to 1.10% of annual average daily net assets.  Effective 
     April 1, 1996, LBRC voluntarily lowered the expense limit prospectively 
     to 0.95% of average daily net assets.  Had LBRC not undertaken such 
     action to limit expenses, the ratio of expenses to average net assets 
     would have been 1.07%, 1.18%, 1.36%, 1.44% and 1.23% and the ratio of 
     net investment income to average net assets would have been 4.47%, 
     4.77%, 2.59%, 1,82% and 2.63%, respectively, for the years ended 
     October 31, 1996 1995 and 1994, the nine month period ended October 31, 
     1993 and the year ended January 31, 1993.
    




<PAGE>
                          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, 1996 and 
October 31, 1995 were 176% and 213%, 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 for the fiscal year ended October 31, 1996 and for the period ended 
October 31, 1995 were 11% and 5%, respectively.
    

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 fiscal years ended October 31, 1996 and 
October 31, 1995 were 91% and 127%, 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 
fiscal years ended October 31, 1996 and October 31, 1995 were 104% and 71%, 
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 
fiscal years ended October 31, 1996 and October 31, 1995 were 142% and 131%, 
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 fiscal years ended 
October 31, 1996 and October 31, 1995 were 33% and 36%, 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 on the same underlying security, each with the same 
exercise price and expiration date. A spread is a combination of two or more 
call options or put options on the 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, 1996, the LB High 
Yield Fund held securities of 126 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                                               5.7%
Government obligations                                           -- 
Corporate obligations
   AAA/Aaa                                                       -- 
   AA/Aa                                                         -- 
   A/A                                                           -- 
   BBB/Baa                                                      0.2%
   BB/Ba                                                        5.7%
   B/B                                                         46.9%
   CCC/Caa                                                      8.6%
   CC/Ca                                                        .01%
   D/D                                                          .03%
   Not rated                                                   16.1%
Other Net Assets                                               16.8%
                                                               ------
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 
Corp., 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 
Features Request 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 LB Securities 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)           $100
______________________
</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 into new or 
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, or any other day as required under the rules 
of the Securities and Exchange Commission. 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 0% 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%                0%
$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. 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 in good order 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, or any other day as 
required 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 Features Request, 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 $1.50 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 all or a portion of 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 all or a portion of your 
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 $22.2 billion under management as of December 31, 1995 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 27 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 nine 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 21 years 
experience in managing multicurrency fixed income portfolios. Richard J. 
Bruce joined Price-Fleming in 1991 and has seven years of experience in 
investment management with the Fleming Group in Tokyo. Mark J.T. Edwards 
joined Price-Fleming in 1986 and has 15 years of experience in financial 
analysis, including three years in Fleming European research. John R. Ford 
joined Price-Fleming in 1982 and has 16 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 16 years of experience in economic research in Japan. James B.M. Seddon 
joined Price-Fleming in 1987 and has nine years of experience in investment 
management. Benedict R.F. Thomas joined Price-Fleming in 1988 and has seven 
years of portfolio management experience, including assignments in London 
and Baltimore. David J.L. Warren joined Price-Fleming in 1984 and has 16 
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 below the 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   0.69%
LB World Growth Fund*        0.90%
LB Fund                      0.64%
LB High Yield Fund           0.64%
LB Income Fund               0.59%
LB Municipal Bond Fund       0.57%
LB Money Market Fund**       0.44%

*  After giving effect to a fee waiver of 0.18%.
** After giving effect to a fee waiver of 0.06%.

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 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 LB Series Fund, Inc. 
World Growth Portfolio, 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 LB World Growth Fund's pro rata share of the 
combined assets of the Fund and the LB Series Fund, Inc. World Growth 
Portfolio 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 LB 
Series Fund, Inc. World Growth Portfolio 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. 

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 0.95%, respectively, 
of those Funds' average daily net assets. These voluntary partial waivers of 
advisory fees may be discontinued at any time. 

Effective January 1, 1997, LB Research has also voluntarily agreed to waive 
5 basis points (0.05%) from the advisory fees payable by the LB Fund, LB 
High Yield Fund, LB Income Fund, and LB Municipal Bond Fund. 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 0.0225 percent of the Fund's average daily net assets. Effective January 
1, 1997, the fee will be 0.02 percent of the Fund's daily net assets.

During the fiscal year ended October 31, 1996, the Funds paid the following 
amounts to LB Securities for administrative services:

LB Opportunity Growth Fund       $ 51,379
LB World Growth Fund             $  8,217
LB Fund                          $163,270
LB High Yield Fund               $148,767
LB Income Fund                   $207,659
LB Municipal Bond Fund           $142,190
LB Money Market Fund             $ 87,973
    

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



<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

                                   SERIES OF

                   THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS


                      STATEMENT OF ADDITIONAL INFORMATION

   
                              December 30, 1996
    
                         __________________________


                               TABLE OF CONTENTS
                                                                      PAGE
Investment Policies and Restrictions                                    
Additional Information Concerning Certain Investment Techniques         
Fund Management                                                         
Investment Advisory Services                                            
Administrative Services                                                 
Distributor                                                             
Brokerage Transactions                                                  
   
Code of Ethics                                                          
    
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 30, 1996 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 58                                                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 68                                                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 59                                                Charities Association of St. Louis, MO.; Director of 
                                                      LB Series Fund, Inc.



Connie M. Levi                  Trustee               Retired President of the Greater Minneapolis 
12290 Avenida Consentido                              Chamber of Commerce; Director or member of 
San Diego, CA                                         numerous governmental, public service and non-profit 
Age 57                                                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 49                                                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               Retired Interim Dean, Division of Continuing Studies, 
25 Stanley, #A2                                       University of Nebraska-Lincoln; formerly 
West Hartford, CT                                     Associate Dean, Teachers College, and Professor,
Age 67                                                Department of Educational Administration, Teachers 
                                                      College, University of Nebraska-Lincoln; 
                                                      Commissioner of Education for the State of Minnesota; 
                                                      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 54                                                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 41

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 51                                                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 40

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 59                                                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.
    
</TABLE>


_____________________

(*)  "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.

   
Lutheran Brotherhood, directly and through its wholly-owned subsidiary 
companies, owned 12.34% of the outstanding shares of LB World Growth Fund 
and 10.80% of the outstanding shares of LB Money Market Fund as of November 
30, 1996.
    

COMPENSATION OF TRUSTEES AND OFFICERS

   
The Funds 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 $21,500 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, 1996, the Trustees of the Trust 
received the following amounts of compensation either directly or in the 
form of payments made into a deferred compensation plan:
    

                                                   Total
                              Aggregate        Compensation 
Name and Position            Compensation    Paid by Fund and
of Person                     From Trust       Fund Complex(1)
- -----------------            ------------    -----------------

Rolf F. Bjelland(2)           $0                  $0
Chairman 
and Trustee

   Charles W. Arnason         $19,783             $29,000
Trustee

Herbert F. Eggerding, Jr.     $19,783             $29,000
Trustee


    
       

Connie M. Levi                $19,783             $29,000
Trustee

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

Ruth E. Randall               $19,783            $29,000
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. 


    
       

                     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 second year of operations) are as follows:


                              10/31/96    10/31/95    10/31/94

LB Opportunity Growth Fund   $1,563,341  $  938,166  $  522,579
LB World Growth Fund            392,419      17,787      --
LB Fund                       4,529,474   3,726,938   3,430,253
LB High Yield Fund            4,150,072   3,509,710   3,091,898
LB Income Fund                5,330,930   5,431,506   5,721,652
LB Municipal Bond Fund        3,551,045   3,504,880   3,554,569
LB Money Market Fund          1,922,505   1,538,307   1,373,199


The total dollar amount paid by LB Research to the Sub-advisor of the LB 
World Growth Fund under the investment sub-advisory contract for the fiscal 
period ended October 31, 1996 is $211,461. 

Effective February 1, 1992 through March 31, 1996, 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. 
Effective April 1, 1996, LB Research voluntarily lowered the expense limit 
prospectively to 0.95% of the LB Money Market Fund's average net assets. As 
a result of such waiver, LB Research waived fees totaling $246,901 for the 
fiscal year ended October 31, 1996, $253,844 for the fiscal year ended 
October 31, 1995,and $709,407 for the fiscal year ended October 31.  
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 $66,807 for the fiscal year ended 
October 31, 1996, and $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.
    

                           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. Effective January 1, 1996, a new agreement went into effect whereby 
LB Securities will receive an annual fee equal to 0.0225 percent of the 
Fund's average daily net assets. Beginning January 1, 1997, the annual fee 
will be equal to 0.02 percent of the Fund's average daily net assets. The 
total dollar amounts paid to LB Securities for administrative services for 
the last three fiscal years are as follows:

                                 10/31/96   10/31/95   10/31/94

LB Opportunity Growth Fund       $ 51,379  $ 33,788   $ 22,108
LB World Growth Fund                8,217        56      --
LB Fund                           163,270   144,572    115,321
LB High Yield Fund                148,767   136,969    109,494
LB Income Fund                    207,659   215,922    123,528
LB Municipal Bond Fund            142,190   151,391    119,601
LB Money Market Fund               87,973    85,688     97,563
    


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:

   
                                 10/31/96     10/31/95     10/31/94

LB Opportunity Growth Fund     $  865,339    $  582,903   $  368,236
LB World Growth Fund              169,451         4,983           --
LB Fund                         1,610,381     1,478,056    1,386,545
LB High Yield Fund              1,061,296       944,128      811,121
LB Income Fund                  1,382,275     1,398,946    1,409,791
LB Municipal Bond Fund            516,423       517,010      501,350
LB Money Market Fund            1,239,592     1,211,889    1,383,080
    


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>
   
                                    10/31/96                  10/31/95                10/31/94
                               Gross       Amount        Gross      Amount       Gross     Amount
                             Commissions  Retained    Commissions  Retained  Commissions  Retained

<S>                          <C>          <C>          <C>         <C>        <C>         <C>     
LB Opportunity Growth Fund   $2,272,864   $  499,118   $1,423,809  $315,636   $2,365,893  $521,089
LB World Growth Fund            857,697      187,621      153,713    33,490       --         --
LB Fund                       2,306,035      504,687    1,609,270   352,617    2,173,982   491,875
LB High Yield Fund            3,372,402      742,668    2,422,070   530,028    2,932,618   646,449
LB Income Fund                1,486,518      324,229    1,325,519   288,981    2,862,681   618,854
LB Municipal Bond Fund          988,150      215,239      989,735   212,445    2,015,891   440,929
    
</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 the LB World Growth 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 Fund's 
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:

   
                                 10/31/96    10/31/95     10/31/94

LB Opportunity Growth Fund     $  472,846  $  197,461   $   68,483
LB World Growth Fund*             108,394      24,302           --
LB Fund                         1,349,473   1,787,109    3,106,422
LB High Yield Fund                 36,567      47,583       21,925
LB Income                          92,838      61,164       83,788
LB Municipal Bond Fund              7,399       9,518       17,558
LB Money Market Fund                   --          --           --


*Amount paid to affiliated broker-dealer is $4,028 for the fiscal year ended 
October 31, 1996 and $250 for the period ended October 31, 1995.


Of the brokerage fee amounts stated above and underwriting concessions of 
dealers from whom the Funds purchased newly issued debt securities, 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: 


                                  10/31/96    10/31/95  10/31/94

LB Opportunity Growth Fund         0.60%       0.22%     9.06%
LB World Growth Fund               0.48        0.08      --
LB Fund                            7.17        8.10      9.21
LB High Yield Fund                 0.24        0.70      0.67
LB Income Fund                     6.41        0.62      0.47
LB Municipal Bond Fund              --           --        --
LB Money Market Fund                --           --        --
    


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:

   

                                  10/31/96   10/31/95   10/31/94

LB Opportunity Growth Fund          176%       213%       64%
LB World Growth Fund                 11%         0%       --
LB Fund                              91%       127%      234%
LB High Yield Fund                  104%        71%       50%
LB Income Fund                      142%       131%      155%
LB Municipal Bond Fund               33%        36%       38%

                                   CODE OF ETHICS

The Trust has adopted a code of ethics that imposes certain limitations and 
restrictions on personal securities transactions by persons having access to 
Fund investment information, including portfolio managers. Such access 
persons may not purchase any security being offered under an initial public 
offering, any security for which one of the Funds has a purchase or sale 
order pending, or any security currently under active consideration for 
purchase or sale by a Fund. Additionally, portfolio managers of the Funds 
may not purchase or sell any security within seven days before or after any 
transaction in such security by the Fund that he or she manages.  In order 
for the Trust to monitor the personal investment transactions, all access 
persons must obtain the approval of an officer of the Trust designated by 
the Trustees before they may purchase or sell any security and they must 
have all such transactions reported to such officer by the broker-dealer 
through which the transaction was accomplished.
    

                                  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 Lutheran 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 and its subsidiaries;
    

  * 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, 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 FUNDS' 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, 1996


   LB Opportunity Growth Fund          LB Fund           LB High Yield Fund

     1 year       15.18%          1 year     11.70%     1 year        6.01% 
     Since Fund                   5 years    11.13%     5 years      11.56% 
     Inception    18.18%          10 years   10.52%     Since Fund  
     1/8/93                                             Inception     9.16%
                                                        4/3/87 



   LB Income Fund      LB Municipal Bond Fund    LB Money Market Fund

  1 year    -0.68%      1 year     0.08%        1 year     4.63% 
  5 years    6.17%      5 years    6.20%        5 years    3.58% 
  10 years   7.66%      10 years   7.09%        10 years   5.19% 


LB World Growth Fund

1 year                         6.95%
Since Fund
Inception (9/5/95)             5.24%
    

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, 1996 for the LB High 
Yield Fund, LB Income Fund and LB Municipal Bond Fund were 9.12%, 5.83%, and 
4.55%, 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, 1996, assuming a tax rate of 15%, 28%, 31% and 
39.6%, were 5.35%, 6.32%, 6.59% and 7.53%, 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 10/31/96               4.54%
     Effective Yield For 7-day Period Ended 10/31/96     4.64%
    

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, 1996 
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, 1996 

                (B)  Financial Highlights for Lutheran Brotherhood World 
                     Growth Fund for the fiscal year ended October 31, 1996 

                (C)  Financial Highlights for Lutheran Brotherhood Fund for 
                     the fiscal year ended October 31, 1996 

                (D)  Financial Highlights for Lutheran Brotherhood High Yield 
                     Fund for the fiscal year ended October 31, 1996 

                (E)  Financial Highlights for Lutheran Brotherhood Income Fund 
                     for the fiscal year ended October 31, 1996 

                (F)  Financial Highlights for Lutheran Brotherhood Municipal 
                     Bond Fund for the fiscal year ended October 31, 1996 

                (G)  Financial Highlights for Lutheran Brotherhood Money 
                     Market Fund for the fiscal year ended October 31, 1996

          (2)   Financial Statements included in the Annual Report to 
                Shareholders for the period ended October 31, 1996 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 (3) 
   (1)(b)  Form of Amendment to First Amended and Restated Master 
           Trust Agreement (4) 
   (2)     By-Laws of the Registrant (2) 
   (3)     Not applicable
   (4)     Not applicable
   (5)(a)  Form of Master Advisory Contract between the Registrant 
           and Lutheran Brotherhood Research Corp. (2)  
   (5)(b)  Form of Amendment to Master Advisory Contract (4) 
   (5)(c)  Form of Sub-Advisory Agreement between Lutheran Brotherhood 
           Research Corp. and Rowe Price-Fleming International, Inc. (4) 
   (6)(a)  Form of Distribution Agreement between the Registrant and 
           Lutheran Brotherhood Securities Corp. (2) 
   (6)(b)  Form of Amendment to Distribtuion Agreement (4) 
   (7)     Not applicable
   (8)(a)  Form of Custodian Contract between the Registrant and State 
           Street Bank and Trust Company (2) 
   (8)(b)  Form of Transfer Agency Agreement between the Registrant and 
           Lutheran Brotherhood Securities Corp. (2) 
   (8)(c)  Form of Administrative Services Agreement between the Registrant 
           and Lutheran Brotherhood Securities Corp. (2) 
   (8)(d)  Form of Amendment to Custodian Contract (4) 
   (8)(e)  Form of Amendment to Transfer Agency Agreement (4) 
   (8)(f)  Administration Contract Between The Lutheran Brotherhood Family of 
           Funds and Lutheran Brotherhood Securities Corp. (4) 
   (8)(f)  Form of Amendment to Administrative Services Agreement (4) 
   (9)     Not applicable
   (10)    Opinion and consent of counsel (4) 
   (11)    Consent of Independent Accountants (1)
   (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 (3) 
   (13)(b) Form of Subscription and Investment Letter with respect to 
           Lutheran Brotherhood World Growth Fund (4) 
   (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 (2) 
   (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 (2) 
   (14)(b)  Lutheran Brotherhood Individual Retirement Account, Disclosure 
            Statement and Custodial Agreement (2) 
   (14)(c)  Lutheran Brotherhood Self-Directed Individual Retirement 
            Account, Supplemental Disclosure Statement, Disclosure Statement 
            and Custodial Agreement (2) 
   (14)(d)  Lutheran Brotherhood Tax Sheltered Custodial Account (2) 
   (14)(e)  Lutheran Brotherhood Prototype Simplified Employee Pension 
            Plan (2) 
   (15)     Not applicable
   (16)     Schedule of computation of performance data provided in response 
            to Item 22 of this Registration Statement (3) 
   (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 (3) 
   (17)(b)  Power of Attorney for Connie M. Levi  (3) 
   (17)(c)  Power of Attorney for Bruce J. Nicholson (4) 

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

     Footnote
     Reference     Securities Act of 1933 Amendment      Date Filed
     ---------     --------------------------------      ----------
        (1)        Filed herein
        (2)        Post-Effective Amendment No. 51       August 27, 1993 
        (3)        Post-Effective Amendment No. 52       October 25, 1993 
        (4)        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, 1996 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         51,004
Lutheran Brotherhood World Growth Fund               12,321
Lutheran Brotherhood Fund                            81,950
Lutheran Brotherhood High Yield Fund                 52,829
Lutheran Brotherhood Income Fund                     61,824
Lutheran Brotherhood Municipal Bond Fund             23,403
Lutheran Brotherhood Money Market Fund               48,952


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 30th day of December, 
1996.

                                      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 30, 1996
- ------------------------  (Principal Executive Officer)
Rolf F. Bjelland      

     *                    Treasurer                       December 30, 1996
- ------------------------  (Principal Financial and
Wade M. Voigt             Accounting Officer)

     *                    Trustee                         December 30, 1996
- ------------------------
Charles W. Arnason

     *                    Trustee                         December 30, 1996
- -------------------------
Herbert F. Eggerding, Jr.

     *                    Trustee                         December 30, 1996
- ------------------------
Connie M. Levi

     *                    Trustee                         December 30, 1996
- ------------------------
Bruce J. Nicholson

     *                    Trustee                         December 30, 1996
- ------------------------
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                           






129


<PAGE>
[7 SOLID SQUARE BULLETS] 
 
- ------------------------------------------- 
             LUTHERAN BROTHERHOOD  
- ------------------------------------------- 
               FAMILY OF FUNDS  
- ------------------------------------------- 
 
[ART OF 3D SQUARE WITH TREE, ACORN AND LEAF 
ON EACH OF ITS THREE VISIBLE FACETS.] 
Cross bar reads:  
GROWTH [DIAMOND] INCOME [DIAMOND] STABILITY 
 
            Annual Report  
            October 31, 1996 
 
[LUTHERAN BROTHERHOOD LOGO HERE] 
 
LUTHERAN BROTHERHOOD
SECURITIES CORP.
 
<PAGE>
[PHOTO OF MR. BJELLAND OMITTED] 
 
 
 
Our Message To You 
 
Dear Shareholder, 
 
We are pleased to provide you with the Annual Report for the Lutheran 
Brotherhood Family of Funds for the fiscal year ended October 31, 1996. 
Inside, you'll find an overview of economic and market conditions that 
affected the performance of stock, bond and money market securities during 
that time. The Report also includes portfolio reviews that explain how 
individual fund managers made the most of this climate, as well as 
audited financial statements for the LB Family of Funds. 
 
In the last year, worries about inflation and interest rates made financial 
markets somewhat more volatile than their historical averages. Volatility 
aside, returns for investors still remained solid. In the fixed-income market, 
returns were near their historical averages. On the equity side, one-year 
returns were slightly lower than in the previous 12 months, but were still 
exceptional by historical standards. 
 
During the year, the LB Family of Funds tried to make the most of the near-
term investment opportunities that occurred in individual markets. As always, 
however, we maintained well-diversified portfolios of quality securities that 
tend to do well over time. By following this general strategy we hope to give 
investors competitive returns in a variety of different market environments. 
 
After substantial market changes like those of the past year, it often makes 
sense to review your own portfolio. This is especially important if you're 
investing for long-term objectives, including retirement. By checking to see 
that your portfolio is still properly diversified and that your allocations 
still match your particular investment goals, you'll make it easier to 
accumulate the assets you'll need for retirement. With Americans living longer 
than ever before, and government programs feeling the burden of overextended 
assets, your personal retirement investments are more important than ever in 
assuring that you do not outlive your retirement assets. 
 
We hope you will find this Annual Report helpful in understanding how your 
investments have performed in the last 12 months. If you have questions about 
the information inside, or wish to discuss any of the LB Family of Funds, 
please contact your LB representative. You can also call us toll-free at 1-
800-328-4552, or locally at 612-339-8091. 
 
Sincerely, 
 
/s/ Rolf F. Bjelland 
 
Rolf F. Bjelland 
President and Chairman 
Lutheran Brotherhood Family of Funds 
 
[GRAPHIC OMITTED: DIAMOND WITH CROSSBAR, DIAMOND CONTAINS IMAGE OF ACORN, 
CROSSBAR CONTAINS THE WORD "GROWTH".] 
 
 [GRAPHIC OMITTED: DIAMOND WITH CROSSBAR, DIAMOND CONTAINS IMAGE OF  
LEAF, CROSSBAR CONTAINS THE WORD "INCOME".] 
 
[GRAPHIC OMITTED: DIAMOND WITH CROSSBAR, DIAMOND CONTAINS IMAGE OF  
TREE, CROSSBAR CONTAINS THE WORD "STABILITY".] 
 
 
 

<PAGE>
                                        3100 Multifoods Tower 
                                        33 South Sixth Street 
                                        Minneapolis, MN 55402-3795 
 
Price Waterhouse LLP  
 
[GRAPHIC OMITTED: PRINTER STRIP IN LOGO] 
 
 
               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, 1996, the results of each of their operations for the 
year then ended, the changes in each of their net assets 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, 1996 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 9, 1996 



LUTHERAN BROTHERHOOD OPPORTUNITY GROWTH FUND
Portfolio of Investments
October 31, 1996

   Shares                                      Value
- --------------                             --------------
[S]                                        [C]
COMMON STOCKS - 94.7% (a)
Automotive - 1.5%
136,900  Tower Automotive, Inc.             $  3,987,212(b)
                                            ------------

Bank & Finance - 3.3%
344,700 ACC Consumer Finance Corp.             3,102,300(b)
67,800 Cole Taylor Financial Group, Inc.       2,038,237
268,100  NAL Financial Group, Inc.             3,552,325
                                            ------------
                                               8,692,862
                                            ------------

Building Products & 
Materials - 3.2%
365,000 Cameron Ashley Building Products       4,973,125(b)
258,800 Dayton Superior Corp., Class A         2,717,400(b)
212,200  Mark Solutions, Inc.                    649,862(b) 
                                            ------------
                                               8,340,387
                                            ------------

Computer Software - 13.4%
194,300  ANSYS, Inc.                           2,380,175(b)
147,700  Avant! Corp.                          4,467,925(b)
302,100  AXENT Technologies, Inc.              5,400,037(b)
233,100  DataWorks Corp.                       6,293,700(b)
158,000  Inference Corp., Class A              1,935,500(b)
198,500  Pure Atria Corp.                      5,409,125(b)
256,700  Restrac, Inc.                         1,989,425(b)
230,900  Softquad International, Inc.          1,096,775(b)
 64,000  Summit Design, Inc.                     680,000(b)
 78,600  Sunquest Information 
         Systems, Inc.                         1,100,400(b)
183,800  Unison Software, Inc.                 4,732,850(b) 
                                            ------------
                                              35,485,912
                                            ------------

Computers & Office 
Equipment - 1.3%
139,400 Multiple Zones International, Inc.     2,596,325(b)
134,300 Premis Corp.                             856,163(b) 
                                            ------------
                                               3,452,488
                                            ------------

Drugs & Health Care - 13.9%
395,900  Alpha-Beta Technology, Inc.           4,107,463(b)
161,000  Amrion, Inc.                          3,682,875(b)
216,000  Amylin Pharmaceuticals, Inc.          2,430,000(b)
273,500  Atrix Laboratories, Inc.              2,564,063(b)
 23,000  Autoimmune, Inc.                        310,500(b)
232,500  DepoTech Corp.                        3,632,813(b)
232,600  Eclipse Surgical 
            Technologies, Inc.                 2,238,775(b)
258,100  GalaGen, Inc.                         1,451,813(b)
108,800  Isis Pharmaceuticals, Inc.            1,768,000(b)
186,100  Lipsome Co., Inc.                     3,186,963(b)
257,600  Matritech, Inc.                       2,543,800(b)
155,100  Orphan Medical, Inc.                  1,337,737(b)
129,050  PDT, Inc.                             3,226,250(b)
 98,500  Sepracor, Inc.                        1,600,625(b)
170,000  US Bioscience, Inc.                   1,955,000(b)
 40,100  Viragen Europe Ltd.                     711,775(b) 
                                            ------------
                                              36,748,452
                                            ------------

Electronics - 3.7%
290,400  ElectroStar, Inc.                     3,666,300(b)
136,000  Intevac, Inc.                         1,972,000(b)
215,400  S3, Inc.                              4,065,675(b) 
                                            ------------
                                               9,703,975
                                            ------------

Healthcare Management - 9.6%
388,100  American Oncology 
         Resources, Inc.                       3,104,800(b)
114,700  CN Biosciences, Inc.                  1,734,838(b)
335,600  Complete Management, Inc.             4,950,100(b)
439,500  Home Health Corp. of 
         America, Inc.                         5,548,687(b)
153,900  Horizon Mental Health 
         Management, Inc.                      4,116,825(b)
 74,400  UroCor, Inc.                            874,200(b)
425,200  U.S. Diagnostic Labs, Inc.            5,102,400(b) 
                                            ------------
                                              25,431,850
                                            ------------

Household Products - 0.3%
 55,900  First Years, Inc. (The)                 866,450
                                            ------------

Leisure & Entertainment - 5.7%
269,600  Cannondale Corp.                      5,189,800(b)
208,800  Fairfield Communities, Inc.           4,463,100(b)
117,400  Signature Resorts, Inc.               4,138,350(b)
112,000  Travis Boats & Motors, Inc.           1,204,000(b) 
                                            ------------
                                              14,995,250
                                            ------------

Machinery & Equipment - 3.4%
268,700  Northwest Pipe Co.                    4,635,075(b)
213,600  Stratasys, Inc.                       3,123,900(b)
 50,000  Triumph Group, Inc.                   1,125,000(b) 
                                            ------------
                                               8,883,975
                                            ------------

Manufacturing - 3.1%
222,800  BMC Industries, Inc.                  6,600,450
217,700  Zomax Optical Media, Inc.             1,578,325(b) 
                                            ------------
                                               8,178,775
                                            ------------

Pollution Control - 3.8%
470,900  IDM Environmental Corp.               2,001,325(b)
203,300  Memtec Ltd., ADR                      6,937,612(b)
405,000  Recycling Industries, Inc.            1,240,313(b) 
                                            ------------
                                              10,179,250
                                            ------------

Publishing & Printing - 0.5%
255,300  Printware, Inc.                       1,436,062(b) 
                                            ------------

Restaurants - 1.8%
289,100  BAB Holdings, Inc.                    2,457,350(b)
304,100  New World Coffee                        836,275(b)
224,800  Sagebrush, Inc.                       1,405,000(b) 
                                            ------------
                                               4,698,625
                                            ------------

Retail - 4.7%
 65,900  Best Buy Co., Inc.                    1,079,113(b)
202,700  Movie Gallery, Inc.                   2,736,450(b)
118,950  Sports Authority, Inc. (The)          2,884,537(b)
253,300  Strouds, Inc.                         1,139,850(b)
 50,400  United Auto Group, Inc.               1,732,500(b)
247,900  West Coast Entertainment 
         Corp.                                 2,757,888(b) 
                                            ------------
                                              12,330,338
                                            ------------

Services - 5.1%
111,500  BT Office Products 
         International, Inc.                     919,875(b)
209,100  Cotelligent Group, Inc.               3,711,525(b)
291,200  Glasgal Communications, Inc.          1,747,200(b)
 54,000  ONTRACK Data 
         International, Inc.                     762,750(b)
157,200  Personal Group of 
         America, Inc.                         4,342,650(b)
149,400  StaffMark, Inc.                       1,942,200(b) 
                                            ------------
                                              13,426,200
                                            ------------

Telecommunications Equipment - 6.4%
219,600  ACE*COMM  Corp.                       2,360,700(b)
248,400  ACT Networks, Inc.                    8,507,700(b)
131,800  ANTEC Corp.                           1,408,612(b)
137,100  Teltrend, Inc.                        4,524,300(b) 
                                            ------------
                                              16,801,312
                                            ------------

Telephone & Telecommunications - 7.0%
179,800  ICG Communications, Inc.              3,371,250(b)
191,600  Intermedia Communications 
         of Florida, Inc.                      6,131,200(b)
138,600  LCC International, Inc., 
         Class A                               2,027,025(b)
172,300  Orckit Communications Ltd.            2,067,600(b)
243,200  Xpedite Systems, Inc.                 4,985,600(b) 
                                            ------------
                                              18,582,675
                                            ------------

Textiles & Apparel - 3.0%
953,500  Chaus (Bernard), Inc.                 2,383,750(b)
165,600  Cutter & Buck, Inc.                   1,759,500(b)
307,000  Guess ?, Inc.                         3,914,250(b) 
                                            ------------
                                               8,057,500
                                            ------------
Total Common Stocks 
(cost $235,144,716)                          250,279,550
                                            ------------

  Principal
   Amount
- ------------
CORPORATE BONDS - 0.3% (a)
$1,500,000 Kushner-Locke Co., 
Convertible Subordinated
Debentures, 8.0%, 
due 12/15/2000 
(cost $1,134,916)                                907,500
                                            ------------

SHORT-TERM 
SECURITIES - 5.0% (a)
Commercial Paper
10,000,000 Harvard University
           5.53%, due 11/1/1996               10,000,000
 3,300,000 Preferred Receivables 
           Funding Corp. 5.25%, 
           due 11/1/1996                       3,300,000
                                            ------------
Total Short-Term Securities 
(at amortized cost)                           13,300,000
                                            ------------
Total Investments 
(cost $249,579,632)                         $264,487,050(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, 1996, the aggregate cost of securities 
    for federal income tax purposes was $250,018,404 and the 
    net unrealized appreciation of investments based on that 
    cost was $14,468,646 which is comprised  of $37,074,513 
    aggregate gross unrealized appreciation and $22,605,867 
    aggregate gross unrealized depreciation.



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



LUTHERAN BROTHERHOOD WORLD GROWTH FUND
Portfolio of Investments
October 31, 1996

     Shares                                          Value
- --------------                                  --------------

ARGENTINA - 0.7% (a)
COMMON STOCKS
  2,003  Banco de Galicia Buenos 
         Aires 'B' ADR (USD)                    $     36,304
  1,609  Banco Frances del Rio de la 
         Plata ADR (USD)                              42,236
    150  Enron Global Power & 
         Pipeline (USD)                                4,219
 14,584  Naviera Perez 'B'                            92,618
  1,590  Sociedad Comercial del Plata                  3,753(b)
    430  Sociedad Comercial del 
         Plata ADR (USD)                              10,213(b)
    910  Telecom Argentina Stet 'B'                    3,436
    230  Telecom Argentina Stet 'B' 
         ADR (USD)                                     8,682
  3,770  Telefonica de Argentina 
         ADR (USD)                                    87,653
    340  Transportadora de Gas del 
         Sur ADR (USD)                                 3,953
  3,020  YPF Sociedad Anonima 
         ADR (USD                                     68,705
                                                ------------
Total Argentina                                      361,772=
                                                ------------

AUSTRALIA - 1.5% (a)
COMMON STOCKS
  3,000  Amcor Ltd.                                   18,643
  9,000  Australia & New Zealand 
         Banking Group Ltd.                           52,576
 19,343  Australia Gas & Light                       106,098
  9,536  Broken Hill Proprietary                     126,607
  1,200  Coca Cola Amatil                             16,503
  3,200  Lend Lease Corp.                             54,255
  4,151  National Australia Bank Ltd.                 45,570
 11,024  News Corp.                                   62,740
 11,000  Publishing & Broadcasting                    49,524
  4,090  Smith (Howard) Ltd.                          32,095
 13,000  TNT                                          25,040(b)
  8,000  Western Mining                               50,285
 11,000  Westpac Banking                              62,777
 10,500  Woodside Petroleum                           74,072
                                                ------------
 Total Australia                                     776,785
                                                ------------

AUSTRIA - 0.05% (a)
COMMON STOCKS
     60  EVN Energie-Versorgung 
         Niederoesterreich AG                          8,137
    330  Flughafen Wien                               16,267
                                                ------------
Total Austria                                         24,404
                                                ------------

BELGIUM - 1.0% (a)
COMMON STOCKS
    390  Generale de Banque S.A.                     136,293
     35  Generale de Banque S.A., 
         VVPR (reduced tax) Strips                        22
    980  Kredietbank                                 316,560
     30  UCB                                          66,127
                                                ------------
Total Belgium                                        519,002
                                                ------------

BRAZIL - 2.2% (a)
COMMON STOCKS
    470  Brazil Fund (USD)                             9,870
  5,270  Centrais Eletricas Brasileiras 
         S.A. ADR (USD)                               80,367
  1,950  Companhia Brasileira de 
         Distribuicao Grupo Pao de 
         Acucar GDR (USD)                             38,025(b)
    500  Companhia Energetica 
         Brasilia (USD)                               16,000
    450  Companhia Energetica de 
         Sao Paulo ADR (USD)                           4,472
  4,828  Companhia Energetica Minas 
         Gerais ADR (USD)                            154,496
  9,022  Telecomunicacoes Brasilias 
         ADR (USD)                                   672,139
 20,910  Usinas Siderurgicas de Minas 
         Gerais ADR (USD)                            214,328
                                                ------------
Total Brazil                                       1,189,697
                                                ------------

CANADA - 0.3% (a)
COMMON STOCKS
  3,620  Alcan Aluminum                              119,658
  1,330  Royal Bank of Canada                         43,864
                                                ------------
Total Canada                                         163,522
                                                ------------

CHILE - 0.4% (a)
COMMON STOCKS
    100  AFP Providia ADR (USD)                        2,325
    750  Chile Fund (USD)                             16,312
    780  Chilectra ADR (USD)                          42,510
  1,140  Chilgener ADR (USD)                          25,793
    450  Companhia Telecomunicaciones 
         ADR (USD)                                    44,381
  2,375  Empresa Nacional de Electric 
         ADR (USD)                                    43,641
  1,333  Enersis  S.A. ADR (USD)                      39,157
                                                ------------
Total Chile                                          214,119
                                                ------------

CHINA - 0.4% (a)
COMMON STOCKS
  7,400  Huaneng Power International 
         'N' ADR (USD)                               112,850(b)
275,000  Shanghai Petrochemical 
         'H' (HKD)                                    73,798
198,000  Yizheng Chemical Fibre 
         'H' (HKD)                                    45,837
                                               ------------
Total China                                         232,485
                                               ------------

DENMARK - 0.2% (a)
COMMON STOCKS
    730  Den Danske Bank                             52,373 
    190  Tele Danmark 'B'                             9,578
    930  Unidanmark 'A'                              42,881
                                               ------------
Total Denmark                                       104,832
                                               ------------

FINLAND - 0.2% (a)
COMMON STOCKS
  1,890  Oy Nokia 'A'                                87,269
                                               ------------

FRANCE - 7.9% (a)
COMMON STOCKS
    655  Accor                                       82,251
  1,140  Alcatel Alsthom                             97,221
  1,520  Assurances Generales 
         de France                                   44,834
    300  AXA                                         18,637
    630  Canal Plus                                 155,883
    805  Carrefour                                  446,706
    240  Castorama Dubois                            41,076
    353  Chargeurs International S.A.                15,328(b)
  1,610  Cie de St. Gobain                          217,291
    880  Credit Local De France                      75,702
  5,730  Eaux Cie Generale                          684,798
     60  Ecco                                        14,400
    630  GTM Entrepose                               29,883
    593  Guilbert S.A.                               94,300
    510  Havas S.A.                                  33,498
  1,340  Lapeyre                                     65,578
    459  Legrand                                     79,635
    231  L'Oreal                                     78,212
    353  Pathe S.A.                                  95,215(b)
  1,240  Pinault Printemps Redoute                  467,622
    760  Primagaz                                    78,490
    285  Rexel                                       84,455
    660  Sanofi                                      59,784
  2,000  Schneider S.A.                              97,800(b)
    340  Societe Generale                            36,643
  2,070  Societe Nationale 
         Elf Aquitaine                              165,519
    500  Sodexho                                    241,076
  2,080  Television Francaise                       221,324
  4,353  Total 'B'                                  340,492
                                               ------------
Total France                                      4,163,653
                                               ------------

GERMANY - 4.4% (a)
COMMON STOCKS
    107  Allianz Holdings                           192,040
     46  Altana                                      36,754
 11,732  Bayer                                      443,281
  1,600  Bifinger & Berger Bau AG                    64,765
    100  Buderas                                     45,232
  2,150  Deutsche Bank                               99,578
  7,550  Gehe AG                                    508,518
  1,560  Hoechst AG                                  58,665
    200  Hornbach Baumarkt                            6,471
    255  Mannesmann                                  99,010
    800  Praktiker Bau und Heimwerker 
         Markte                                      16,376
    990  Rhoen Klinikum                             118,978
    380  SAP AG                                      51,439
    550  Schering                                    44,253
    849  Siemens AG                                  43,868
    258  Siemens AG, Stock Warrants                  21,807(b)
  4,990  Veba                                       266,140
    110  Veba International, Finance 
         Warrants Expiring 4/6/98                    31,161(b)
    123  Volkswagen                                  48,428
                                               ------------
                                                  2,196,764
                                               ------------

PREFERRED STOCKS
    610  Fielmann                                    25,376
    710  Hornbach Holdings AG                        44,539
     40  Krones                                      14,131
    354  SAP AG                                      47,639
                                               ------------
                                                    131,685
                                               ------------
Total Germany                                     2,328,449
                                               ------------

HONG KONG - 4.8% (a)
COMMON STOCKS
 65,000  Cathay Pacific Airways                     101,717
 32,000  Doa Heng Bank Ltd.                         140,710
117,217  First Pacific                              161,450
132,000  Guangdong Investments                       94,747
309,000  Guangzhou Investment 
         Co. Ltd.                                    99,907
 38,000  Guoco Group                                201,004
189,625  Hong Kong Land 
         Holdings (USD)                             422,864
259,000  Hopewell Holdings                          174,181
 47,000  Hutchison Whampoa                          328,238
 55,000  New World Development 
         Co. Ltd.                                   320,090
 25,000  Swire Pacific 'A'                          220,668
 65,000  Wharf Holdings                             268,164
                                               ------------
Total Hong Kong                                   2,533,740
                                               ------------

ITALY - 1.7% (a)
COMMON STOCKS
  2,455  Assicurazioni Generali                      47,417
 47,480  Banca Fideuram                             100,625
 11,000  Ente Nazionale Idrocarburi                  52,680
  4,000  Finanziaria Autogrill SpA                    4,082(b)
  7,010  IMI SpA                                     55,475
    360  Industrie Natuzzi SpA 
         ADR (USD)                                   16,335
  9,000  Istituto Nazionale delle 
         Assicurazioni                               12,429
 14,000  Italgas                                     51,681
    150  La Rinascente SpA., 
         Stock Warrants                                  64(b)
  5,100  Mediolanum SpA                              50,546(b)
  5,000  Rinascente                                  29,565
  5,175  Sasib Di Risp                                8,955
 38,000  Societa' Finazaria 
         Telfonica SpA                              131,259
 18,000  Societa' Finazaria Telfonica 
         SpA, RNC                                    47,937
 37,771  Telecom Italia                              84,157
 75,896  Telecom Italia Mobile                      156,845(b)
 13,784  Telecom Italia Mobile RNC                   15,719
  2,000  Unicem                                      13,316(b) 
                                               ------------
Total Italy                                         879,087
                                               ------------

JAPAN - 22.6% (a)
COMMON STOCKS
  1,100  Advantest Corp.                             41,544
  8,000  Alps Electric                               99,073
 17,000  Amada                                      146,326
 23,000  Canon                                      440,385
 10,000  Citizen Watch Co.                           75,974
 15,000  Dai Nippon Screen 
         Manufacturing Co. Ltd.                     118,440(b)
  3,000  Daifuku                                     36,889
 17,000  Daiichi Pharmaceutical                     244,873
 19,000  Daiwa House                                263,669
     22  DDI Corp.                                  165,210
     47  East Japan Railway                         215,897
  4,000  Fanuc                                      128,233
 27,000  Hitachi                                    239,515
 22,000  Hitachi Zosen                              107,435
  2,000  Honda Motor Co.                             47,780
  7,000  Inax                                        59,514
  8,000  Ishihara Sangyo Kaisha                      23,960(b)
  6,000  Ito-Yokado                                 299,328
  8,000  Kao Corp.                                   94,155
  2,000  Kawada Industries                           14,404
  8,000  Kokuyo                                     198,147
 21,000  Komatsu                                    171,903
  6,000  Komori                                     134,908
 15,000  Kumagai Gumi                                47,429
 16,000  Kuraray                                    154,583
  7,000  Kyocera                                    461,728
 11,000  Makita                                     150,718
 13,000  Marui                                      240,920
 20,000  Matsushita Electric Industrial             319,705
 11,000  Mitsubishi                                 122,700
 64,000  Mitsubishi Heavy Industries                491,854
 11,000  Mitsubishi Paper Mills                      52,945
 33,000  Mitsui Fudosan                             408,678
  6,000  Mitsui Petrochemical 
         Industries                                  36,415
  8,000  Murata Manufacturing                       257,169
  4,000  National House Industrial                   57,617
 41,000  NEC                                        446,533
 21,000  Nippon Denso                               435,291
  4,000  Nippon Hodo                                 55,860
100,000  Nippon Steel                               291,599
     22  Nippon Telegraph & Telecom                 153,616
 21,000  Nomura Securities                          346,757
  9,000  Pioneer Electronic                         177,858
  2,000  Sangetsu Co. Ltd.                           42,686
 15,000  Sankyo                                     371,525
  2,700  Sega Enterprises                           109,086
 23,000  Sekisui Chemical                           256,554
 14,000  Sekisui House                              147,556
  2,100  Seven-Eleven Japan                         122,103
 18,000  Sharp                                      273,506
 13,350  Shin-Etsu Chemical                         228,646
  5,600  Sony                                       335,936
 31,000  Sumitomo                                   250,222
 32,000  Sumitomo Electric                          421,589
 10,000  Sumitomo Forestry                          141,408
  6,000  TDK                                        352,027
 37,000  Teijin                                     171,262
  8,000  Tokio Marine & Fire Insurance               87,831
  3,000  Tokyo Electronics                           77,203
  8,000  Tokyo Steel Manufacturing                  123,666
 13,000  Toppan Printing                            158,711
  6,000  Uny Co.                                    103,816
  3,150  Yurtec                                      45,927
                                               ------------
Total Japan                                      11,898,797
                                               ------------

MALAYSIA - 2.5% (a)
COMMON STOCKS
 97,000  Affin Holdings BHD                         249,555
 13,000  Affin Holdings BHD, 
         Stock Warrants                              13,893(b)
 30,000  Commerce Asset 
         Holding BHD                                195,923
 63,000  MBF Capital                                 86,776
103,000  Multi-Purpose Holdings                     176,117
 89,000  Renong BHD                                 140,202
 10,000  Renong BHD - 4% ICULS 
         Rights                                       3,661(b)
  6,250  Renong BHD, Stock Warrants                   2,548(b)
 51,000  Technology Resources 
         Industries BHD                             122,125(b)
 40,000  United Engineers                           316,643
                                               ------------
Total Malaysia                                    1,307,443
                                               ------------

MEXICO - 1.4% (a)
COMMON STOCKS
 15,620  Cementos de Mexico 
         ADR (USD)                                  105,435
 13,267  Cemex 'B'                                   47,868
 10,744  Cemex S.A. de C.V.                          36,359
 69,062  Cifra 'B' ADR (USD)                         83,910(b)
 12,994  Gruma 'B'                                   59,817(b)
    423  Grupo Financiero Banamex 
         Accival 'L'                                    863(b)
 18,000  Grupo Financiero 
         Banamex 'B'                                 37,847(b)
 36,760  Grupo Industrial Maseca 'B'                 44,638
    740  Grupo Televisa GDR (USD)                    19,425(b)
  3,110  Kimberly-Clark Mexico 'A'                   59,433
  1,990  Panamerican Beverages 
         'A' ADR (USD)                               86,814
  5,920  Telefonos de Mexico 
         'L' ADR (USD)                              180,560
                                               ------------
Total Mexico                                        762,969
                                               ------------

NETHERLANDS - 10.5% (a)
COMMON STOCKS
  4,110  ABN Amro Holdings                          232,303
  3,533  Ahold                                      206,145
    137  Akzo Nobel                                  17,263
  5,410  CSM                                        285,375
 63,992  Elsevier                                 1,063,579
  5,320  Fortis Amev N.V.                           158,970
  1,090  Hagemeyer                                   81,909
 12,525  Internationale Nederlanden 
         Groep                                      390,507
 12,258  Internationale Nederlanden 
         Groep, Stock Warrants                       66,828(b)
  1,942  Koninklijke PTT Nederland                   70,277
    840  Nutricia                                   117,829
    940  Otra N.V.                                   17,618
  6,680  Polygram                                   313,783
  6,560  Royal Dutch Petroleum                    1,083,345
  2,040  Unilever                                   310,202
  8,919  Wolters Kluwer                           1,146,481
                                               ------------
Total Netherlands                                 5,562,414
                                               ------------

NEW ZEALAND - 0.6% (a)
COMMON STOCKS
 16,000  Carter Holt Harvey                           35,996
  7,000  Fernz                                        24,514
  8,250  Fletcher Challenge Building                  22,354(b)
  2,250  Fletcher Challenge Energy                    6,415(b)
 42,000  Fletcher Challenge Forests 
         Division                                    70,124
  4,500  Fletcher Challenge Paper                     8,150(b)
 28,000  Telecom Corp. of 
         New Zealand                                145,596
                                               ------------
Total New Zealand                                   313,149
                                               ------------

NORWAY - 1.5% (a)
COMMON STOCKS
 1,200  Bergesen 'A'                                 26,235
 8,870  Norsk Hydro                                 408,692
 4,970  Orkla 'A'                                   317,791
 1,460  Saga Petroleum 'B'                           22,881
                                               ------------
Total Norway                                        775,599
                                               ------------

PHILIPPINES - 0.1% (a)
COMMON STOCKS
  4,000  Philippine National Bank                    46,043
                                               ------------

PORTUGAL - 0.5% (a)
COMMON STOCKS
  2,740  Jeronimo Martins                           249,921
                                               ------------

RUSSIA - 0.05% (a)
COMMON STOCKS
    860  Gazprom ADR (USD)                           16,125(b) 
                                               ------------

SINGAPORE - 1.9% (a)
COMMON STOCKS
 23,000  DBS Land                                    72,503 
  7,000  Development Bank of 
         Singapore                                   83,990
  7,000  Far East Levingston 
         Shipbuilding                                32,677
  3,400  Fraser & Neave Ltd.                         33,795
  4,000  Keppel                                      29,819
 33,000  Overseas Union Bank                        224,920
  2,000  Singapore Airlines                          17,607
 27,000  Singapore Land                             149,521
  5,000  Singapore Press                             83,067
 43,000  United Industrial                           35,719
 24,000  United Overseas Bank                       233,440
  3,000  United Overseas Bank, 
         Stock Warrants                              10,650(b) 
                                               ------------
Total Singapore                                   1,007,708
                                               ------------

SOUTH KOREA - 0.8% (a)
COMMON STOCKS
  5,700  Korea Electric Power Corp.  
         ADR (USD)                                  102,600
  8,378  Korea Equity Fund (USD)                    141,379
    500  Pohang Iron & Steel 
         ADR (USD)                                   10,375
    390  Samsung Electronics GDR, 
         Bonus (USD)                                 13,644(b)
  2,300  Samsung Electronics 
         GDR (USD)                                  106,375(b)
  2,000  Samsung Electronics GDR, 
         non voting (USD)                            43,000(b) 
                                               ------------
Total South Korea                                   417,373
                                               ------------

SPAIN - 2.4% (a)
COMMON STOCKS
    790  Banco Popular Espanol                      151,010
  2,800  Banco Santander                            143,736
    870  Centros Comerciales 
         Continente S.A.                             17,660(b)
  2,131  Centros Comerciales Pryca                   48,935
  1,682  Corporacion Bancaria de 
         Espana S.A.                                 65,912
  4,496  Empresa Nacional de 
         Electridad                                 275,197
    190  Fomento de Construcciones y 
         Contra                                      15,427
    835  Gas Natural                                146,065
    582  General de Aguas de 
         Barcelona S.A.                              23,810
 10,910  Iberdrola                                  115,859  
  5,983  Repsol S.A.                                195,299
  2,730  Telefonica de Espana                        54,773
                                               ------------
Total Spain                                       1,253,683
                                               ------------

SWEDEN - 2.7% (a)
COMMON STOCKS
    840  Asea 'A'                                    95,169
 12,340  Astra AB 'B'                               562,982
  4,850  Atlas Copco 'B'                             99,940
  3,480  Electrolux 'B'                             193,695
  1,100  Esselte 'B'                                 24,591
  1,680  Hennes & Mauritz 'B'                       222,528
    660  Sandvik 'A'                                 15,557
  5,970  Sandvik 'B'                                140,723
  1,370  Scribona 'B'                                15,105
  3,190  Stora Kopparberg 'B'                        40,993(b) 
                                               ------------
Total Sweden                                      1,411,283
                                               ------------

SWITZERLAND - 4.7% (a)
COMMON STOCKS
    704  Adecco S.A.                                197,722
    326  BBC Brown Boveri & Cie                     402,857
    185  Ciba Geigy                                 227,884
    860  CS Holding                                  85,898
    405  Nestle                                     439,925
     76  Roche Holdings                             574,810
    345  Sandoz                                     398,770
    830  Schwizerischer Bankverein                  159,893
                                               ------------
Total Switzerland                                 2,487,759
                                               ------------

THAILAND - 0.5% (a)
COMMON STOCKS
  4,100  Advanced Information 
         Service plc 
         (Foreign Registered)                        55,642
  7,020  Bangkok Bank                                74,895
  7,250  Bank of Ayudhya                             20,759
    400  Siam Cement                                 13,681
  5,640  Siam Commercial Bank                        51,323
  5,800  Thai Farmers Bank Public 
         Co. Ltd.                                    44,362
    725  Thai Farmers Bank Public 
         Co. Ltd., Stock Warrants                     1,102(b)
  2,600  Total Access Communication 
         Public Co. Ltd. ADR (USD)                   17,940(b) 
                                               ------------
Total Thailand                                      279,704
                                               ------------

UNITED KINGDOM - 16.0% (a)
COMMON STOCKS
 44,000  Abbey National                             456,901
 22,706  Argos plc                                  285,118
 33,000  Argyll Group                               195,776
 97,000  Asda Group                                 184,717
 21,000  British Gas                                 65,283
 14,000  British Petroleum                          150,448
 35,100  Cable & Wireless                           278,789
 26,400  Cadbury Schweppes                          220,000
 48,000  Caradon                                    188,672
 13,000  Coats Viyella                               32,373
 14,000  Compass Group                              139,225
 26,000  David S. Smith                             132,031
 11,600  East Midlands Electricity                  102,897
 15,000  Electrocomponents                          100,952
  3,000  GKN                                         56,396
 27,500  Glaxo Wellcome                             431,925
 42,000  Grand Metropolitan                         316,846
  5,000  Heywood Williams Group                      20,101
 16,000  Hillsdown Holdings                          45,313
 11,000  John Laing 'A'                              48,250
 40,000  Kingfisher                                 426,432
 13,000  London Electricity                         128,011
  9,960  National Grid Group                         29,180
 74,000  National Westminster Bank                  844,906
 29,000  Rank Group plc                             192,814
 37,000  Reed International                         688,932
 11,000  Rolls Royce                                 45,565
 19,800  RTZ                                        316,787
 10,000  Sears                                       14,160
 34,000  Shell Transport & Trading                  557,259
 64,000  SmithKline Beecham                         790,625
 30,000  T & N                                       62,988
 32,000  Tesco                                      173,437
 83,000  Tomkins                                    348,535
 34,500  United News & Media                        378,468
                                               ------------
Total United Kingdom                              8,450,112
                                               ------------

SHORT-TERM 
SECURITIES - 5.5% (a)
U.S. Government Agency
$2,910,000  Federal Home Loan Mortgage
            Discount Notes, 5.5%,
            due 11/1/1996                      $  2,910,000
                                               ------------
Total Investments                              $ 52,728,898(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:

                        Cost            Value      % of Portfolio
                    ------------     ----------   ---------------
Common Stocks 
& Warrants           $46,888,600     $49,687,213      94.2%
Preferred Stocks         160,193         131,685       0.3%
Short-Term             2,910,000       2,910,000       5.5%
                     -----------     -----------     -----
Total Investments    $49,958,793     $52,728,898     100.0%
                     ===========     ===========     =====

(d) At October 31, 1996, the aggregate cost of securities for 
    federal income tax purposes was $50,033,791 and the net 
    unrealized appreciation of investments based on that cost 
    was $2,695,107 which is comprised of $4,518,429 aggregate 
    gross unrealized appreciation and $1,823,322 aggregate gross 
    unrealized depreciation.

(e) Miscellaneous Footnotes:
(ADR) - American Depository Receipts
(GDR) - Global Depository Receipts
(HKD) - Denominated in Hong Kong Dollars
(USD) - Denominated in U.S. Dollars


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



LUTHERAN BROTHERHOOD FUND
Portfolio of Investments
October 31, 1996

  Shares                                              Value
- -----------                                        ------------ 
[S]                                               [C]
COMMON STOCKS - 96.5% (a)

Aerospace - 1.9%
158,500  Boeing Co.                                $ 15,116,937
                                                   ------------

Airlines - 0.7%
245,000  Southwest Airlines Co.                       5,512,500
                                                   ------------

Automotive - 2.1%
303,000  General Motors Corp.                        16,324,125
                                                   ------------

Bank & Finance - 14.2%
151,300  American International 
         Group, Inc.                                 16,434,962
259,000  Bank of New York Co., Inc.                   8,579,375
163,000  Citicorp                                    16,137,000
431,000  Federal National Mortgage           
         Association                                 16,862,875
230,000  First Bank System, Inc.                     15,180,000
187,000  Green Tree Financial Corp.                   7,409,875
210,000  MBNA Corp.                                   7,927,500
109,000  MGIC Investment Corp.                        7,480,125
 88,000  NationsBank Corp.                            8,294,000
 30,900  Wells Fargo & Co.                            8,254,163
                                                   ------------
                                                    112,559,875
                                                   ------------

Chemicals - 2.8%
259,000  Air Products & 
         Chemicals, Inc.                             15,540,000
139,000  Hercules, Inc.                               6,619,875
                                                   ------------
                                                     22,159,875
                                                   ------------

Computer Software - 2.8%
125,000  Computer Associates 
         International, Inc.                          7,390,625
 56,000  Microsoft Corp.                              7,686,000(b)
174,000  Oracle Corp.                                 7,362,375(b) 
                                                   ------------
                                                     22,439,000
                                                   ------------

Computers & Office 
Equipment - 3.9%
250,000  Cisco Systems, Inc.                         15,468,750(b)
162,000  Hewlett Packard Co.                          7,148,250
 30,000  Ingram Micro, Inc., Class A                    540,000(b)
 61,000  International Business 
         Machines                                     7,869,000
                                                   ------------
                                                     31,026,000
                                                   ------------

Conglomerates - 4.0%
231,000  AlliedSignal, Inc.                          15,130,500
322,000  Dover Corp.                                 16,542,750
                                                   ------------
                                                     31,673,250
                                                   ------------

Drugs & Health Care - 9.7%
151,100  Abbott Laboratories                          7,649,437
118,200  Amgen, Inc.                                  7,247,138(b)
343,000  Becton, Dickinson & Co.                     14,920,500
116,000  Eli Lilly & Co.                              8,178,000
145,000  Johnson & Johnson                            7,141,250
215,600  Merck & Co., Inc.                           15,981,350
 95,000  Pfizer, Inc.                                 7,861,250
122,000  Warner-Lambert Co.                           7,762,250
                                                   ------------
                                                     76,741,175
                                                   ------------

Electric Utilities - 2.9%
280,000  Entergy Corp.                                7,840,000
173,900  FPL Group, Inc.                              7,999,400
326,000  Southern Co.                                 7,212,750
                                                   ------------
                                                     23,052,150
                                                   ------------

Electrical Equipment - 2.0%
167,400  General Electric Co.                        16,195,950
                                                   ------------

Electronics - 2.6%
120,000  Atmel Corp.                                  3,045,000
105,200  Intel Corp.                                 11,558,850
126,200  Motorola, Inc.                               5,805,200
                                                   ------------
                                                     20,409,050
                                                   ------------

Food & Beverage - 4.9%
303,000  Coca-Cola Co.                               15,301,500
245,400  PepsiCo, Inc.                                7,269,975
 44,500  Salomon, Inc., (Snapple, Inc., 
         Equity-Linked Security)                        636,906
424,300  Sara Lee Corp.                              15,062,650
                                                   ------------
                                                     38,271,031
                                                   ------------

Healthcare 
Management - 1.1%
187,000  Oxford Health Plans, Inc.                    8,508,500(b) 
                                                   ------------

Household Products - 4.0%
 86,000  Colgate Palmolive Co.                        7,912,000
105,000  Gillette Co.                                 7,848,750
155,100  Procter & Gamble Co.                        15,354,900
                                                   ------------
                                                     31,115,650
                                                   ------------

Leisure & 
Entertainment - 3.1%
239,800  Disney (Walt) Co.                           15,796,825
303,000  Mattel, Inc.                                 8,749,125
                                                   ------------
                                                     24,545,950
                                                   ------------

Machinery & 
Equipment - 2.0%
182,000  Deere & Co.                                  7,598,500
124,000  Fluor Corp.                                  8,122,000
                                                   ------------
                                                     15,720,500
                                                   ------------

Mining & Metals - 1.8%
128,000  Aluminum Co. of America                      7,504,000
143,000  Nucor Corp.                                  6,774,625
                                                   ------------
                                                     14,278,625
                                                   ------------

Oil & Oil Service - 9.9%
210,300  Amoco Corp.                                 15,930,225
238,300  Chevron Corp.                               15,668,225
176,000  Exxon Corp.                                 15,598,000
287,300  Halliburton Co.                             16,268,362
128,400  Mobil Corp.                                 14,990,700
                                                   ------------
                                                     78,455,512
                                                   ------------

Paper & Forest 
Products - 0.9%
166,000  Champion International Corp.                 7,221,000
                                                   ------------

Photography - 1.0%
 96,600  Eastman Kodak Co.                            7,703,850
                                                   ------------

Railroads - 0.8%
146,000  CSX Corp.                                    6,296,250
                                                   ------------

Restaurants - 1.8%
321,400  McDonald's Corp.                            14,262,125
                                                   ------------

Retail - 7.3%
176,500  Albertson's, Inc.                            6,067,188
232,000  Federated Department Stores                  7,656,000(b)
 71,900  Gap, Inc.                                    2,085,100
339,000  Kroger Co.                                  15,127,875(b)
170,000  Melville Corp.                               6,332,500
333,400  OfficeMax, Inc.                              4,500,900(b)
166,500  Sears, Roebuck & Co.                         8,054,438
299,100  Wal-Mart Stores, Inc.                        7,963,538
                                                   ------------
                                                     57,787,539
                                                   ------------

Services - 2.0%
183,500  First Data Corp.                            14,634,125
 30,500  SABRE Group Holdings, 
         Inc., Class A                                  930,250(b)
                                                   ------------
                                                     15,564,375
                                                   ------------

Telecommunications Equipment - 0.5%
 88,474  Lucent Technologies, Inc.                    4,158,278
                                                   ------------

Telephone & 
Telecommunications - 5.8%
280,700  Ameritech Corp.                             15,368,325
273,000  AT&T Corp.                                   9,520,875
340,000  Paging Network, Inc.                         5,822,500(b)
309,600  SBC Communications, Inc.                    15,054,300
                                                   ------------
                                                     45,766,000
                                                   ------------
Total Common Stock 
(cost $632,153,195)                                 762,865,072
                                                   ------------
U.S. GOVERNMENT - 0.3% (a)
$2,000,000  U.S. Treasury Notes, 8.75%,
            due 10/15/1997
            (cost $2,014,502)                      $  2,060,000
                                                   ------------

SHORT-TERM 
SECURITIES - 3.2% (a)
Commercial Paper
10,500,000  Associates Corp. of 
            North America, 5.6%, 
            due 11/1/1996                            10,500,000
4,100,000   General Electric Capital Corp., 
            5.6%, due 11/1/1996                       4,100,000
10,700,000  Gillette Co., 5.62%, 
            due 11/1/1996                            10,700,000
                                                   ------------
Total Short-Term Securities 
(at amortized cost)                                  25,300,000
                                                   ------------
Total Investments 
(cost $659,467,697)                                $790,225,072(c) 
                                                   ============

NOTES TO PORTFOLIO OF INVESTMENTS:
- ----------------------------------
(a) The categories of investments are shown as a percentage of 
    total investments of the Lutheran Brotherhood Fund.

(b) Currently non-income producing.

(c) At October 31, 1996, the aggregate cost of securities for 
    federal income tax purposes was $659,692,696 and the net 
    unrealized appreciation of investments based on that cost 
    was $130,532,376 which is comprised of $145,703,847 aggregate 
    gross unrealized appreciation and $15,171,471 aggregate gross 
    unrealized depreciation.

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



<TABLE>
<CAPTION>

LUTHERAN BROTHERHOOD HIGH YIELD FUND
Portfolio of Investments
October 31, 1996

   Principal                                                                               Maturity
    Amount                                                                      Rate         Date          Value
- --------------                                                                 ------    -------------  -----------
<S>                                                                           <C>          <C>         <C>
CORPORATE BONDS - 78.7 % (a)

Airlines - 0.7%
$  4,500,000  U.S. Air, Inc., Sr. Secured Equipment Trust, Series 1993-A-3     10.375%      3/1/2013    $  4,522,500
                                                                                                        ------------

Automotive - 0.4%
   4,950,000  Exide Corp., Convertible Sr. Subordinated Notes                    2.9%     12/15/2005       3,031,875
                                                                                                        ------------

Bank & Finance - 3.9%
   3,250,000  Chevy Chase Savings Bank, Subordinated Debentures                 9.25%      12/1/2005       3,380,000
   7,600,000  First Nationwide Holdings, Inc., Sr. Notes                        12.5%      4/15/2003       8,265,000
   4,000,000  HomeSide, Inc., Sr. Secured Second Priority Notes                11.25%      5/15/2003       4,390,000
   2,400,000  Outsourcing Solutions, Inc., Sr. Subordinated Notes               11.0%      11/1/2006       2,400,000
   6,353,210  Scotsman Holdings, Sr. Notes, Payment-In-Kind, Series B           11.0%       3/1/2004       6,519,981
   2,000,000  Trizec Finance Ltd., Sr. Notes                                  10.875%     10/15/2005       2,210,000
                                                                                                        ------------
                                                                                                          27,164,981
                                                                                                        ------------

Broadcasting - 18.0%
   3,450,000  American Telecasting, Inc., Sr. Discount Notes                Zero Coupon   8/15/2005        2,018,250
   6,025,424  American Telecasting, Inc., Sr. Discount Notes                Zero Coupon   6/15/2004        4,127,415
   4,100,000  Australis Holdings Pty Ltd., Units                            Zero Coupon   11/1/2002        2,298,870
  10,650,000  Australis Media Ltd., Sr. Subordinated Discount Notes         Zero Coupon   5/15/2003        6,283,500
   6,900,000  Benedek Communications Corp., Sr. Discount Notes              Zero Coupon   5/15/2006        3,829,500
   5,100,000  Cablevision Industries, Debentures, Series B                      9.25%      4/1/2008        5,447,004
   2,150,000  Charter Communications Southeast Holdings, L.P.,
              Sr. Discount Notes, Series B                                  Zero Coupon   3/15/2007        1,236,250
  10,920,000  CS Wireless Systems, Inc., Sr. Discount Notes                 Zero Coupon    3/1/2006        5,132,400
   1,450,000  Diamond Cable Communications plc, Sr. Discount Notes          Zero Coupon  12/15/2005          957,000
   4,000,000  EchoStar Satellite Broadcasting Corp., 
              Sr. Secured Discount Notes                                    Zero Coupon   3/15/2004        2,825,000
  12,217,719  Falcon Holdings Group L.P., Sr. Subordinated Notes, Series B      11.0%     9/15/2003       11,179,212
   9,000,000  Groupo Televisa S.A., Sr. Discount Debentures                 Zero Coupon   5/15/2008        5,535,000
   6,900,000  Groupo Televisa S.A., Sr. Notes                                 11.875%     5/15/2006        7,331,250
   9,200,000  InterMedia Capital Partners IV, L.P., Sr. Notes                  11.25%      8/1/2006        9,200,000
   4,100,000  International CableTel, Inc., Convertible Subordinated Notes       7.0%     6/15/2008        3,889,875
   3,350,000  International CableTel, Inc., Convertible Subordinated Notes      7.25%     4/15/2005        3,525,875
   5,400,000  International CableTel, Inc., Sr. Deferred Notes, Series A    Zero Coupon    2/1/2006        3,294,000
   4,600,000  International CableTel, Inc., Sr. Notes, Series A             Zero Coupon   4/15/2005        3,151,000
   5,350,000  Jacor Communications, Inc., Convertible 
              Liquid Yield Option Notes                                     Zero Coupon   6/12/2011        2,420,875
   2,800,000  Le Groupe Videotron Ltee., Sr. Notes                            10.625%     2/15/2005        3,097,500
   5,200,000  NWCG Holdings Corp., Sr. Secured Discount Notes, Series B     Zero Coupon   6/15/1999        4,264,000
   9,500,000  People's Choice TV Corp., Sr. Discount Notes                  Zero Coupon    6/1/2004        5,272,500
   5,200,000  Rogers Cablesystems Ltd., Sr. Secured Second Priority Notes      9.625%      8/1/2002        5,317,000
   6,000,000  Rogers Communications, Inc., Convertible Debentures                2.0%    11/26/2005        3,172,500
     900,000  Rogers Communications, Inc., Convertible 
              Liquid Yield Option Notes                                    Zero Coupon    5/20/2013          344,250
   2,750,000  Rogers Communications, Inc., Sr. Notes                           9.125%     1/15/2006        2,598,750
   5,000,000  Scott Cable Communications, Inc., Subordinated Debentures        12.25%     4/15/2001        3,500,000(c)
   1,100,000  Tele-Communications International, Inc.,
              Convertible Subordinated Debentures                                4.5%     2/15/2006          880,000
   5,600,000  UIH Australia/Pacific, Inc., Sr. Discount Notes, Series B    Zero Coupon    5/15/2006        2,954,000
   7,350,000  United International Holdings, Inc., Sr. Discount Notes      Zero Coupon   11/15/1999        5,145,000
   4,600,000  Wireless One, Inc., Sr. Notes                                     13.0%    10/15/2003        4,726,500
                                                                                                        ------------
                                                                                                         124,954,276
                                                                                                        ------------

Building Products & Materials - 0.9%
   5,750,000  CEMEX S.A. de C.V., Notes                                        12.75%     7/15/2006        6,202,812
                                                                                                        ------------

Computers & Office Equipment - 2.8%
   8,275,000  Dictaphone Corp., Sr. Subordinated Notes                         11.75%      8/1/2005        7,633,687
   2,000,000  National Data Corp., Convertible Subordinated Notes                5.0%     11/1/2003        2,000,000
   6,150,000  Unisys Corp., Sr. Notes                                          11.75%    10/15/2004        6,273,000
   3,400,000  Unisys Corp., Sr. Notes                                           12.0%     4/15/2003        3,502,000
                                                                                                        ------------
                                                                                                          19,408,687
                                                                                                        ------------

Construction & Home Building - 2.0%
   8,250,000  Peters (J.M.) Co., Inc., Sr. Notes                           12.75%      5/1/2002            7,837,500
   5,250,000  The Fortress Group, Inc., Sr. Notes                          13.75%     5/15/2003            5,591,250
                                                                                                        ------------
                                                                                                          13,428,750
                                                                                                        ------------

Consumer Products - 1.1%
   7,450,000  National Fiberstok Corp., Sr. Notes                             11.625%     6/15/2002        7,785,250 
                                                                                                        ------------

Containers & Packaging - 0.7%
   5,200,000  Riverwood International Corp., Sr. Subordinated Notes           10.875%      4/1/2008        4,790,500
                                                                                                        ------------

Drugs & Health Care - 1.5%
   4,245,800  General Medical Corp., Payment-In-Kind Debentures               12.125%     8/15/2005        4,394,403
   2,450,000  Owens & Minor, Inc., Sr. Subordinated Notes                     10.875%      6/1/2006        2,560,250
   4,800,000  Unilab Corp., Sr. Notes                                           11.0%      4/1/2006        3,648,000
                                                                                                        ------------
                                                                                                          10,602,653
                                                                                                        ------------

Electric Utilities - 0.8%
   1,750,000  Midland Cogen Venture Fund II, Secured Lease Obligation
              Bonds, Series A                                                  11.75%     7/23/2005        1,916,250
   3,000,000  Midland Cogen Venture Fund II, Subordinated Secured
              Lease Obligation Bonds                                           13.25%     7/23/2006        3,435,000
                                                                                                        ------------
                                                                                                           5,351,250
                                                                                                        ------------

Electrical Equipment - 2.7%
   5,000,000  Advanced Micro Devices, Inc., Sr. Secured Notes                   11.0%      8/1/2003        5,250,000
   4,650,000  Protection One Alarm Monitoring, Convertible Sr. 
              Subordinated Notes                                                6.75%     9/15/2003        4,469,812
   5,550,000  Protection One Alarm Monitoring, Sr. Subordinated 
              Discount Notes                                                 Zero Coupon  6/30/2005        5,133,750
   3,750,000  Telex Communications, Inc., Sr. Notes                             12.0%     7/15/2004        4,068,750
                                                                                                        ------------
                                                                                                          18,922,312
                                                                                                        ------------

Food & Beverage - 1.7%
   3,450,000  Curtice-Burns Food, Inc., Sr. Subordinated Notes                 12.25%      2/1/2005        3,432,750
   5,500,000  Fresh Del Monte Corp., Sr. Notes, Series B                        10.0%      5/1/2003        5,087,500
   3,250,000  International Home Foods, Inc., Sr. Subordinated Notes          10.375%     11/1/2006        3,282,500
                                                                                                        ------------
                                                                                                          11,802,750
                                                                                                        ------------

Hospital Management - 3.9%
   5,250,000   Merit Behavioral Care Corp., Sr. Subordinated Notes              11.5%    11/15/2005        5,565,000
   4,000,000   Paracelsus Healthcare Corp., Sr. Subordinated Notes              10.0%     8/15/2006        3,755,000
   3,350,000   PhyMatrix Corp., Convertible Subordinated Debentures             6.75%     6/15/2003        2,809,812
   4,150,000   Regency Health Services, Inc., Sr. Subordinated Notes           9.875%    10/15/2002        4,191,500
   3,100,000   Regency Health Services, Inc., Subordinated Notes               12.25%     7/15/2003        3,301,500
   3,850,000   Rotech Medical Corp., Convertible Subordinated Debentures        5.25%      6/1/2003        3,296,563
   4,100,000   Unison HealthCare Corp., Sr. Notes                              12.25%     11/1/2006        4,120,500
                                                                                                        ------------
                                                                                                          27,039,875
                                                                                                        ------------

Household Products - 2.8%
   5,150,000  BPC Holding Corp., Sr. Secured Notes, Series B                    12.5%     6/15/2006        5,381,750
  24,000,000  Coleman Worldwide Corp., Convertible Liquid Yield 
              Option Notes                                                   Zero Coupon  5/27/2013        6,870,000
   2,250,000  Rayovac Corp., Sr. Subordinated Notes                            10.25%     11/1/2006        2,283,750
   4,750,000  Simmons Co., Sr. Subordinated Notes                              10.75%     4/15/2006        4,904,375
                                                                                                        ------------
                                                                                                          19,439,875
                                                                                                        ------------

Leisure & Entertainment - 1.9%
   8,500,000  AMF Group, Inc., Sr. Subordinated Discount Notes, Series B     Zero Coupon  3/15/2006        5,227,500
   5,000,000  Host Marriott Travel Plazas, Sr. Secured Notes, Series B           9.5%     5/15/2005        5,081,250
   3,000,000  IMAX Corp., Sr. Notes                                              7.0%      3/1/2001        3,000,000
                                                                                                        ------------
                                                                                                          13,308,750
                                                                                                        ------------

Mining & Metals - 0.8%
   5,700,000  Commonwealth Aluminum Corp., Sr. Subordinated Notes              10.75%     10/1/2006        5,771,250
                                                                                                        ------------

Oil & Gas - 1.9%
   4,800,000  Kelley Oil & Gas Corp., Sr. Subordinated Notes                  10.375%    10/15/2006        4,824,000
   4,258,000  Petroleum Heat & Power Co., Inc., Subordinated Debentures        12.25%      2/1/2005        4,705,090
   3,300,000  Veritas DGC, Inc., Sr. Notes                                      9.75%    10/15/2003        3,337,125
                                                                                                        ------------
                                                                                                          12,866,215
                                                                                                        ------------

Paper & Forest Products - 0.6%
   4,100,000  FSW International Finance Co. B.V., Guaranteed Secured Notes      12.5%     11/1/2006        4,146,125
                                                                                                        ------------

Pollution Control - 0.5%
   3,000,000  Norcal Waste Systems, Inc., Sr. Notes, Series B                   12.75%   11/15/2005        3,255,000
                                                                                                        ------------

Publishing & Printing - 3.8%
     800,000  Goss Graphic Systems, Inc., Sr. Subordinated Notes                12.0%    10/15/2006          808,000
   2,500,000  K-III Communications Corp., Sr. Notes                            10.25%      6/1/2004        2,618,750
  10,300,000  Neodata Services, Inc., Sr. Notes, Series B                       12.0%      5/1/2003       10,557,500
   3,500,000  News America Holdings, Inc., Convertible Liquid 
              Yield Option Notes                                             Zero Coupon  3/11/2013        1,684,375
     750,000  News America Holdings, Inc., Subordinated Notes                Zero Coupon  3/31/2002          712,500
   5,250,000  Park Newspapers, Inc., Sr. Notes, Series B                      11.875%     5/15/2004        6,063,750
   4,150,000  Sullivan Graphics, Inc., Sr. Subordinated Notes                  12.75%      8/1/2005        4,015,125
                                                                                                        ------------
                                                                                                          26,460,000 
                                                                                                        ------------

Retail - 0.8%
   2,250,000  F & M Distributors, Inc., Sr. Subordinated Notes                  11.5%     4/15/2003           70,312(c)
   5,100,000  Lifestyle Furnishings International Ltd.                        10.875%      8/1/2006        5,355,000
   5,000,000  Wherehouse Entertainment, Inc., Sr. Subordinated Notes            13.0%      8/1/2002          237,500(c)
                                                                                                        ------------
                                                                                                           5,662,812
                                                                                                        ------------

Retail: Food - 3.3%
   3,000,000  Dominick's Finer Foods, Sr. Subordinated Notes                  10.875%      5/1/2005        3,322,500
   5,550,000  Jitnay-Jungle Stores of America, Sr. Notes                        12.0%      3/1/2006        5,938,500
   4,850,000  Pueblo Xtra International, Inc., Sr. Notes                         9.5%      8/1/2003        4,365,000
   4,800,000  Ralphs Grocery Co., Sr. Notes                                    10.45%     6/15/2004        4,884,000
   2,500,000  Smith's Food & Drug Centers, Pass Through Certificates            8.64%      7/2/2012        2,146,875
   2,000,000  TLC Beatrice International Holdings, Sr. Secured Notes            11.5%     10/1/2005        2,110,000
                                                                                                        ------------
                                                                                                          22,766,875
                                                                                                        ------------

Services - 0.4%
   2,800,000  Intertek Finance plc, Sr. Subordinated Notes                     10.25%     11/1/2006        2,800,000
                                                                                                        ------------

Telecommunications - 19.8%
  10,100,000  American Communications Services, Sr. Discount Notes          Zero Coupon   11/1/2005        5,757,000
   3,550,000  A+ Network, Inc., Sr. Subordinated Notes                        11.875%     11/1/2005        3,550,000
   6,000,000  Call-Net Enterprises, Inc., Sr. Discount Notes                Zero Coupon   12/1/2004        4,740,000
   7,350,000  Clearnet Communications, Inc., Sr. Discount Notes             Zero Coupon  12/15/2005        4,501,875
   2,200,000  Comcast Cellular, Inc., Sr. Participation Redeemable 
              Notes, Series B                                               Zero Coupon    3/5/2000        1,567,500
   5,400,000  Comcast Cellular, Inc., Sr. Redeemable Notes                  Zero Coupon    3/5/2000        3,847,500
   1,060,000  GST Telecommunications, Inc., Sr. Subordinated Notes          Zero Coupon  12/15/2005          890,400
   9,980,000  GST USA, Inc., Sr. Discount Notes                             Zero Coupon  12/15/2005        5,688,600
  10,050,000  Hyperion Telecommunications, Sr. Discount Notes, Series B     Zero Coupon   4/15/2003        5,728,500
   3,350,000  In-Flight Phone Corp., Sr. Discount Notes, Series B           Zero Coupon   5/15/2002        1,088,750
   3,650,000  IntelCom Group Holdings (U.S.A.), Inc., Sr. Discount Notes    Zero Coupon   9/15/2005        2,413,563
   3,300,000  Intermedia Communications of Florida, Sr. Notes, Series B         13.5%      6/1/2005        3,770,250
   9,800,000  Ionica plc, Units                                                 13.5%     8/15/2006        9,898,000
   9,150,000  IXC Communications, Inc., Sr. Notes, Series B                     12.5%     10/1/2005        9,538,875
   7,200,000  Microcell Telecommunications, Inc., Units                     Zero Coupon    6/1/2006        4,095,000
  11,550,000  Millicom International Cellular S.A., Sr. Discount Notes      Zero Coupon    6/1/2006        6,670,125
   8,250,000  NEXTEL Communications, Inc., Sr. Discount Notes               Zero Coupon   8/15/2004        5,269,688
   7,750,000  NEXTLINK Communications LLC, Sr. Discount Notes                   12.5%     4/15/2006        7,963,125
   6,150,000  ORBCOMM Global, L.P., Sr. Notes                                   14.0%     8/15/2004        6,242,250
  11,500,000  PageMart Nationwide, Inc., Sr. Discount Exchange Notes        Zero Coupon    2/1/2005        7,762,500
   7,000,000  Paging Network, Inc., Sr. Subordinated Notes                      10.0%    10/15/2008        6,938,750
   2,000,000  PriCellular Wireless Corp., Sr. Notes                            10.75%     11/1/2004        2,015,000
   7,400,000  RSL Communications Ltd., Units                                   12.25%    11/15/2006        7,437,000
   2,250,000  USA Mobile Communications, Inc., Sr. Notes                         9.5%      2/1/2004        2,098,125
   2,150,000  USA Mobile Communications, Inc., Sr. Notes                        14.0%     11/1/2004        2,402,625
   8,000,000  Viatel, Inc., Sr. Discount Notes                              Zero Coupon   1/15/2005        4,960,000
   4,400,000  WinStar Communications, Inc., Convertible Sr.

Subordinated Discount Notes                                                 Zero Coupon  10/15/2005        3,080,000
  12,400,000  WinStar Communications, Inc., Sr. Discount Notes              Zero Coupon  10/15/2005        6,882,000
                                                                                                        ------------
                                                                                                         136,797,001
                                                                                                        ------------

Transportation - 1.0%
   6,000,000  Alamo Rent-A-Car, Inc., Sr. Notes                                11.75%     1/31/2006        6,630,000
                                                                                                        ------------

Total Corporate Bonds (cost $542,405,823)                                                                544,912,374
                                                                                                        ------------

FOREIGN GOVERNMENT BONDS - 0.3% (a, e)
   2,050,000  Republic of Argentina (The), Sr. Unsubordinated Global Bonds
              (cost $2,041,482)                                                 11.0%     10/9/2006        2,003,875
                                                                                                        ------------

PREFERRED STOCKS - 11.7% (a)
      35,141  Cablevision Systems Corp., Preferred Stock                                                   3,224,187
      36,135  Cablevision Systems Corp., Red. Exch., Preferred Stock, Series H                             3,477,994
      19,000  California Federal Bank, Preferred Stock, Series B                                           2,052,000
      31,947  Communications & Power Industries, Inc., Convertible Preferred Stock, Series B               3,194,700
       5,150  Consolidated Hydro, Inc., Preferred Stock                                                      619,288(b)
      40,000  First Nationwide Bank, Noncumulative Preferred Stock                                         4,590,000
      45,500  Grand Union Holdings Corp., Cumulative Preferred Stock, Series A                                     0(b,d)
     146,000  Granite Broadcasting Corp., Convertible Preferred Stock                                      8,915,125
     258,736  Harvard Industries, Inc., Exchangeable Payment-In-Kind Preferred Stock                       5,627,508
      93,000  K-III Communications Corp., Exchangeable Preferred Stock                                     2,487,750
      25,050  K-III Communications Corp., Exchangeable Preferred Stock, Series B                           2,486,208
      40,500  K-III Communications Corp., Preferred Stock, Series D                                        3,817,125
      49,000  K-Mart Financing I, Convertible Preferred Stock                                              2,327,500
     125,000  MFS Communication, Inc., 8% Cumulative Convertible Preferred Stock                          10,843,750
      57,000  Mobile Telecommunications Technologies Corp., Convertible Preferred Stock                    1,239,750
      72,500  Network Imaging Corp., Convertible Preferred Stock, Series A                                 1,087,500
       8,031  PanAmSat Corp., Convertible Preferred Stock                                                  9,797,820
       6,100  Paxson Communications Corp., Payment-In-Kind Preferred Stock                                 5,856,000
      74,942  Riggs National Corp., Preferred Stock                                                        2,135,847
     122,500  River Bank America, Preferred Stock                                                          2,909,375
      43,500  SFX Broadcasting, Inc., 6.5% Convertible Preferred Stock, Series D                           2,468,625
       2,011  Silgan Holdings, Inc., Preferred Stock                                                       2,121,605
                                                                                                        ------------
Total Preferred Stocks (cost $76,479,747                                                                  81,279,657
                                                                                                        ------------

COMMON STOCKS & STOCK WARRANTS - 3.5% (a,b)
      11,700  American Communications Services, Stock Warrants                                               994,500
      31,900  American Telecasting, Inc., Stock Warrants                                                     199,400
     147,860  Arch Communications Group, Common Stock                                                      1,718,873
      45,000  Bell & Howell Co., Common Stock                                                              1,203,750 
      25,740  Clearnet Communications, Inc., Stock Warrants                                                  218,790
       1,890  Communications & Power Industries, Inc., Common Stock                                          189,000
       9,270  Consolidated Hydro, Inc., Stock Warrants                                                             0(d)
      75,500  Envirotest Systems Corp., Class A Common Stock                                                 245,375
     112,013  Gaylord Container Corp., Class A Common Stock                                                  840,098
     154,623  Gaylord Container Corp., Stock Warrants                                                      1,169,336
      44,716  Grand Union Co., Stock Warrants                                                                  5,664
      70,000  Harvard Industries, Inc., Class B Common Stock                                                 656,250
       9,650  Hyperion Telecommunications, Stock Warrants                                                    434,250
       7,400  In-Flight Phone Corp., Stock Warrants                                                                0
     160,000  IntelCom Group Communications, Inc., Common Stock                                            3,000,000
      50,335  IntelCom Group (U.S.A.), Inc., Stock Warrants                                                  780,193
     141,000  InterCel, Inc., Common Stock                                                                 2,361,750
       4,100  Intermedia Communications of Florida, Stock Warrants                                           205,000
      32,180  JPS Textiles Group, Common Stock, Class A                                                          322
      99,948  Magellan Health Services, Common Stock                                                       1,836,545
     143,834  Memorex Telex N.V. ADR, Common Stock                                                            44,948
       3,981  Memorex Telex N.V. ADR, Stock Warrants                                                               0
     268,000  MobileMedia Corp., Class A Common Stock                                                        544,375
       4,586  NEXTEL Communications, Stock Warrants                                                               46
      26,250  PageMart Nationwide, Inc., Common Stock                                                        210,000
     140,000  Pagemart Wireless, Inc., Class A Common Stock                                                1,050,000
      19,200  Payless Cashways, Inc., Stock Warrants                                                               0
       9,500  People's Choice TV Corp., Stock Warrants                                                         9,500
      31,400  Plantronics, Inc., Common Stock                                                              1,181,425
      19,360  Protection One Alarm Monitoring, Stock Warrants                                                193,600
      20,000  Triangle Wire & Cable, Inc., Stock Warrants                                                          0(d)
      87,000  United International Holdings, Inc., Class A Common Stock                                    1,065,750
      20,100  United International Holdings, Inc., Stock Warrants                                            402,000
     288,800  Viatel, Inc., Common Stock                                                                   2,166,000
      92,000  Wireless One, Inc., Common Stock                                                             1,196,000
      13,800  Wireless One, Inc., Stock Warrants                                                              41,400
                                                                                                        ------------
Total Common Stocks & Stock Warrants (cost $29,276,975)                                                   24,164,140
                                                                                                        ------------

SHORT-TERM SECURITIES - 5.8% (a)
Commercial Paper
                                                                                              Maturity
                                                                                      Rate      Date
                                                                                     ------  ---------
   5,000,000  Canadian Wheat Board (Guaranteed Government of Canada)                  5.35%   11/4/1996    4,997,771
   2,396,000  Centerior Fuel Corp.                                                    5.35%   11/6/1996    2,394,220
   7,000,000  Delaware Funding Corp.                                                  5.25%  11/14/1996    6,986,729
  20,900,000  New Center Asset Trust                                                  5.56%   11/1/1996   20,900,000
   5,000,000  Sheffield Receivables Corp.                                             5.25%   11/1/1996    5,000,000
                                                                                                        ------------
Total Short-Term Securities (at amortized cost)                                                           40,278,720
                                                                                                        ------------
Total Investments (cost $690,482,747)                                                                   $692,638,766(f)
                                                                                                        ============

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, 1996, 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, 1996:

                                                                    Acquisition
                   Security                                            Date              Cost
 ---------------------------------------------                     ------------      ----------
Consolidated Hydro, Inc., Stock Warrants                             2/8/1994        $   22,776
Grand Union Holdings Corp., Cumulative Preferred Stock, Series A    6/14/1993         5,218,975
Triangle Wire & Cable, Inc., Stock Warrants                          1/3/1992             1,998

(e) Denominated in U.S. dollars.

(f) At October 31, 1996, the aggregate cost of securities for federal tax purposes was $691,416,742 
    and the net unrealized appreciation of investments based on that cost was $1,222,024 which is 
    comprised of $39,979,075 aggregate gross unrealized appreciation and $38,757,051 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, 1996

Principal                                                                                     Maturity 
 Amount                                                                               Rate      Date        Value
- ----------                                                                            ------   -------    ---------
<S>                                                                                 <C>     <C>        <C>
CORPORATE BONDS - 36.9% (a)
Aerospace - 1.5%
$  5,000,000  Lockheed Martin Corp., Notes                                           7.7%   6/15/2008   $  5,269,935
   7,500,000  Lockheed Martin Corp., Notes                                          7.45%   6/15/2004      7,792,597
                                                                                                        ------------
                                                                                                          13,062,532
                                                                                                        ------------

Automotive - 0.6%
   5,000,000  Ford Motor Credit Co., Notes                                         6.375%   10/6/2000      4,987,710
                                                                                                        ------------

Bank & Finance - 16.2%
   7,500,000  Associates Corp. of North America, Notes                             6.625%   5/15/1998      7,574,520
  14,000,000  Associates Corp. of North America, Sr. Notes                         9.125%    4/1/2000     15,192,674
   2,000,000  Chase Manhattan Corp., Subordinated Notes                            9.375%    7/1/2001      2,227,008
   3,000,000  Chase Manhattan Corp., Subordinated Notes                           10.375%   3/15/1999      3,273,606
   7,000,000  Chemical New York Corp., Debentures                                   9.75%   6/15/1999      7,590,702
   5,000,000  Citicorp, Subordinated Notes                                         7.125%   5/15/2006      5,046,315
  12,000,000  Equitable Life Assurance Society of the United States, 
              Surplus Notes                                                         6.95%   12/1/2005     11,853,684
  15,500,000  General Electric Capital Corp., Debentures                            8.85%    4/1/2005     17,575,404
   5,000,000  Metropolitan Life Insurance Co., Surplus Notes                         7.7%   11/1/2015      5,074,935
   6,000,000  Midland Bank plc, Subordinated Notes                                 7.625%   6/15/2006      6,251,076
   5,000,000  National Westminster Bank plc, Subordinated Notes                     9.45%    5/1/2001      5,572,275
  15,000,000  Nationwide CSN Trust, Trust Notes                                    9.875%   2/15/2025     16,874,370
   8,000,000  New York Life Insurance Co., Surplus Notes                             6.4%  12/15/2003      7,844,776
   6,000,000  Prudential Insurance Co., Surplus Notes                                8.3%    7/1/2025      6,262,752
   2,500,000  Reliastar Financial Corp., Sr. Notes                                 8.625%   2/15/2005      2,733,370
   7,000,000  Societe-Generale- New York, Subordinated Notes                       9.875%   7/15/2003      8,119,209
   4,000,000  Societe-Generale- New York, Subordinated Notes                         7.4%    6/1/2006      4,093,256
   4,500,000  Swiss Bank Corp.- New York, Subordinated Debentures                    7.5%   7/15/2025      4,548,735
                                                                                                        ------------
                                                                                                         137,708,667
                                                                                                        ------------

Broadcasting - 2.8%
   9,000,000  Continental Cablevision, Inc., Sr. Debentures                        8.875%   9/15/2005     10,006,281
   5,000,000  TCI Communications, Inc., Sr. Notes                                 10.125%    8/1/2001      5,378,455
   7,500,000  Time Warner, Inc., Notes                                             9.625%    5/1/2002      8,422,950
                                                                                                        ------------
                                                                                                          23,807,686
                                                                                                        ------------

Chemicals - 0.5%
   4,500,000  Sociedad Quimica y Minera de Chile S.A., Loan 
              Participation Certificates                                             7.7%   9/15/2006      4,627,543
                                                                                                        ------------

Conglomerates - 0.4%
   3,000,000  FMC Corp., Sr. Debentures                                             7.75%    7/1/2011      3,119,931
                                                                                                        ------------

Electric Utilities - 1.5%
   5,712,000  DQU Funding Corp., Collateralized Lease Obligation Bonds              7.23%   12/1/1999      5,797,543
   7,000,000  Empresa Electrica Pehuienche S.A., Notes                               7.3%    5/1/2003      7,148,057
                                                                                                        ------------
                                                                                                          12,945,600
                                                                                                        ------------

Electronics - 0.1%
   1,000,000  Thermo Electron Corp., Convertible Subordinated Debentures            4.25%    1/1/2003      1,126,250
                                                                                                        ------------

Hospital Management - 1.2%
   3,500,000  Allegiance Corp., Debentures                                           7.8%  10/15/2016      3,558,569
   7,000,000  MedPartners, Inc., Sr. Notes                                         7.375%   10/1/2006      7,042,056
                                                                                                        ------------
                                                                                                          10,600,625
                                                                                                        ------------

Household Products - 1.4%
  10,000,000  Procter & Gamble, Guaranteed ESOP Debentures                          9.36%    1/1/2021     12,236,310
                                                                                                        ------------

Natural Gas - 3.1%
   6,000,000  Coastal Corp., Sr. Debentures                                         9.75%    8/1/2003      6,910,554
   7,500,000  Coastal Corp., Sr. Notes                                            10.375%   10/1/2000      8,482,822
  11,000,000  Columbia Gas Systems, Inc., Series A Notes                            6.39%  11/28/2000     10,950,808
                                                                                                        ------------
                                                                                                          26,344,184
                                                                                                        ------------

Petroleum - 2.0%
   3,000,000  CITGO Petroleum Corp., Sr. Notes                                     7.875%   5/15/2006      3,091,395
   6,653,237  Mobil Oil Corp., ESOP Sinking Fund Debentures                         9.17%   2/29/2000      7,007,142
   6,500,000  Petroliam Nasional BHD, Notes                                         7.75%   8/15/2015      6,764,745
                                                                                                        ------------
                                                                                                          16,863,282
                                                                                                        ------------

Retail - 2.3%
  10,000,000  Dayton Hudson Corp., Notes                                             6.4%   2/15/2003      9,800,090
  10,000,000  Sears, Roebuck Acceptance Corp., Medium Term Notes, Series II         6.86%    7/3/2001     10,142,290
                                                                                                        ------------
                                                                                                          19,942,380
                                                                                                        ------------

Services - 1.3%
  11,000,000  Electronic Data Systems Corp., Notes                                  6.85%   5/15/2000     11,203,786
                                                                                                        ------------

Telecommunications - 0.6%
   5,000,000  AirTouch Communications, Inc., Notes                                   7.5%   7/15/2006      5,168,795
                                                                                                        ------------

Telephone - 0.7%
   5,500,000  New York Telephone Co., Debentures                                   9.375%   7/15/2031      6,217,327
                                                                                                        ------------

Textiles & Apparel - 0.7%
   6,000,000  Levi Strauss & Co., Notes                                              6.8%   11/1/2003      5,978,220
                                                                                                        ------------
Total Corporate Bonds (cost $310,773,659)                                                                315,940,828
                                                                                                        ------------

FOREIGN GOVERNMENT BONDS - 4.3% (a, c)
   3,000,000  African Development Bank, Subordinated Notes                         6.875%  10/15/2015      2,905,872
   7,000,000  British Columbia Hydro & Power, Debentures                            12.5%    9/1/2013      8,028,293
   5,000,000  Inter American Development Bank, Notes                                 7.0%   6/15/2025      4,925,930
   2,500,000  Korea Electric Power Corp., Debentures                                7.75%    4/1/2013      2,570,078
   7,500,000  Ontario Province, Canada, Debentures                                 11.75%   4/25/2013      8,445,075
   9,000,000  Ontario Province, Canada, Sr. Bonds                                  7.375%   1/27/2003      9,362,961
                                                                                                        ------------
Total Foreign Government Bonds (cost $37,628,970)                                                         36,238,209
                                                                                                        ------------

ASSET-BACKED SECURITIES - 15.5% (a)
  13,000,000  AT&T Universal Card Master Trust, Class A, Series 1995-2              5.95%  10/17/2002     12,893,647
   7,500,000  Chase Manhattan Credit Card, Series 1996-3, Class A                   7.04%   2/15/2004      7,726,043
  24,000,000  Chase Manhattan Credit Card, Series 1996-4, Class A                   6.73%   2/15/2002     24,428,136
   5,427,696  Chase Manhattan Grantor Trust, Series 1996-B-A                        6.61%   9/15/2002      5,492,552
  20,000,000  Deutsche Floorplan Receivables Master Trust, Series 1994-1-A          5.58%   2/15/2001     20,064,580(b)
  10,000,000  Discover Card Master Trust I, Series 1996-3-A                         6.05%   8/18/2008      9,494,190
  11,000,000  NationsBank Credit Card Master, Series 1995-A                         6.45%   4/15/2003     11,106,579
  13,000,000  Standard Credit Master Trust 1, Credit Card Participation
              Certificates, Series 1995-9-A                                         6.55%   10/7/2007     12,817,467
  15,000,000  World Financial Network Credit Card Master Trust, 
              Series 1996-B                                                         6.95%   4/15/2006     15,376,485
  12,000,000  World Omni 6.25% Automobile Lease Trust Certificates,
              Series 1996-B, Class A3                                               6.25%  11/15/2002     12,022,500
                                                                                                        ------------
Total Asset-Backed Securities (cost $130,785,023)                                                        131,422,179
                                                                                                        ------------

MORTGAGE-BACKED SECURITIES - 18.8% (a)
  26,575,807  Federal Home Loan Mortgage Corp., Participation Certificates          6.0%         2011     25,678,874
  30,000,000  Government National Mortgage Association, Modified 
              Pass Through Certificates                                             6.5%         2026     28,603,125(d)
 108,525,424  Government National Mortgage Association, Modified 
              Pass Through Certificates                                       6.5 - 7.0%  2023 - 2026    105,511,011
                                                                                                        ------------
Total Mortgage-Backed Securities (cost $158,600,650)                                                     159,793,010
                                                                                                        ------------

U.S. GOVERNMENT - 20.2% (a)
 118,000,000  U.S. Treasury Bonds                                         7.25 - 13.125%  2001 - 2025    143,284,699(e)
  25,500,000  U.S. Treasury Notes                                                 7.875%         2004     27,990,203
                                                                                                        ------------
Total U.S. Government (cost $172,133,402)                                                                171,274,902
                                                                                                        ------------

<CAPTION>
Shares
- ----------
<S>                                                                                                       <C>
COMMON & PREFERRED STOCKS - 1.0% (a)
      25,000  AirTouch Communications, Inc., Convertible Preferred Stock                                   1,159,375
      20,000  American General Delaware, L.L.C., Convertible Preferred Stock                               1,045,000
      10,000  Chubb Corp., Common Stock                                                                      500,000
     200,000  SI Financing Trust I, Preferred Stock                                                        5,150,000
       5,000  Wendy's International, Inc., Preferred Stock                                                   255,975
                                                                                                        ------------
Total Common & Preferred Stocks (cost $8,120,975)                                                          8,110,350
                                                                                                        ------------

OPTIONS ON U.S. TREASURY BOND FUTURES - 0.1% (a)
               U.S. Treasury Bond Futures, 200 call option contracts,
               exercise price of $112, expires November 15, 1996
               (cost $167,740)                                                                               328,125
                                                                                                        ------------

<CAPTION>
  Principal                                                                                Maturity
   Amount                                                                          Rate      Date
- -------------                                                                     ------   --------
<S>                                                                                 <C>   <C>             <C>
SHORT-TERM SECURITIES - 3.2% (a)
Commercial Paper
  $6,900,000  American Express Credit Corp.                                        5.23%   11/13/1996      6,887,971
  10,000,000  Electronic Data Systems Corp.                                        5.24%   11/25/1996      9,965,067
  10,300,000  Harvard University                                                   5.53%    11/1/1996     10,300,000
                                                                                                        ------------
Total Short-Term Securities (at amortized cost)                                                           27,153,038
                                                                                                        ------------
Total Investments (cost $845,363,457)                                                                   $850,260,641(f)
                                                                                                        ============

NOTES TO PORTFOLIO 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, 1996, U.S. Treasury Bonds valued at $580,656 were held in escrow is cover open call options 
    written as follows:

<CAPTION>
                               Number of      Exercise      Expiration
                               Contracts        Price          Date            Value
                              -----------   ------------   ------------    -----------
<S>                              <C>           <C>         <C>              <C>
U.S. Treasury Bond Futures        200           $114        11/15/1996       $125,000
U.S. Treasury Bond Futures        200           $113        11/15/1996        212,500
                                                                             --------
                                                                             $337,500
                                                                             ========

(f) At October 31, 1996, the aggregate cost of securities for federal income tax purposes was 
    $845,862,215 and the net unrealized appreciation of investments based on that cost was 
    $4,398,426 which is comprised of $12,682,896 aggregate gross unrealized appreciation and 
    $8,284,470 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, 1996

Principal                                                                                      Maturity
 Amount                                                                                Rate      Date       Value
- ----------                                                                            ------  ---------- -----------
<S>                                                                                <C>       <C>       <C>
LONG-TERM MUNICIPAL SECURITIES - 99.9% (a)
Alabama - 1.0%
$  4,000,000  City of Mobile, Alabama, General Obligation Refunding 
              Warrants, Series 1996, Insured by AMBAC                                 5.0%    2/15/2016 $  3,718,840
   2,000,000  Huntsville, Alabama, General Obligation Warrants, Series B            7.875%     8/1/2012    2,101,320(b) 
                                                                                                        ------------
                                                                                                           5,820,160
                                                                                                        ------------

Arizona - 0.8%
   1,700,000  Pima County, Arizona (Catalina Foothills Unified School District
              #16), Unlimited Tax General Obligation Bonds, Series A, 
              Insured by MBIA                                                         8.9%     7/1/2005    2,170,679
   1,000,000  Pinal County, Arizona, Unified School District No. 43, 
              (Apache Junction), School Improvement Bonds, Series 1996-A, 
              Insured by FGIC                                                         5.8%     7/1/2011    1,027,210
   1,500,000  Tucson, Arizona, Unlimited Tax General Obligation 
              Refunding Bonds, Insured by FGIC                                        6.1%     7/1/2012    1,562,130
                                                                                                        ------------
                                                                                                           4,760,019
                                                                                                        ------------

Arkansas - 1.1%
   1,340,000  Arkansas Development Finance Authority, Correctional
              Facilities Construction Revenue Bonds, Insured by MBIA                7.125%   11/15/2010    1,472,392
   1,000,000  Arkansas Housing Development Agency, Single Family 
              Mortgage Bonds, Series A                                              8.375%     7/1/2010    1,205,520(b)
   3,000,000  City of Jonesboro, Arkansas, Residential Housing and 
              Health Care Facilities Board, Hospital Revenue Refunding & 
              Construction Bonds, (St. Bernards Regional Medical Center),
              Series 1996-B, Insured by AMBAC                                         5.8%     7/1/2011    3,086,850
     875,000  Pope County, Arkansas, Pollution Control Revenue Refunding 
              Bonds, Series 1994 (Arkansas Power and Light Company Project), 
              Insured by FSA                                                          6.3%    12/1/2016      931,193
                                                                                                        ------------
                                                                                                           6,695,955
                                                                                                        ------------

California - 12.3%
   2,500,000  Alameda, California, Unified School District, Alameda County, 
              Crossover Refunding Bonds, Series A, Insured by AMBAC                   6.1%     7/1/2013    2,595,625
   7,500,000  Beverly Hills, California, Public Finance Authority, Lease 
              Revenue Bonds, Series 1993-A, Insured by MBIA                          5.65%     6/1/2015    7,423,125
   1,000,000  California Educational Facilities Authority (Stanford University),
              Revenue Bonds                                                           5.0%     1/1/2015      942,960
   4,400,000  California State Department of Water Resources (Central 
              Valley Project), Water System Revenue Bonds, Series H                   6.9%    12/1/2025    4,831,596(b)
   3,000,000  California State Public Works Board, Department of Corrections, 
              Lease Revenue Bonds, State Prison, Series A                             7.4%     9/1/2010    3,524,040
   2,490,000  California Statewide Communities Development Authority, 
              Certificates of Participation (The Trustees of the 
              J. Paul Getty Trust)                                                    5.0%    10/1/2015    2,303,300
   6,285,000  California State, Unlimited Tax General Obligation Bonds,    
              Insured by MBIA                                                         6.0%     8/1/2016    6,456,832
   1,000,000  California State, Unlimited Tax General Obligation Bonds, 
              Veteran's Series AT                                                     9.5%     2/1/2010    1,392,290
   2,000,000  California State, Various Purpose General Obligation Bonds, 
              Insured by AMBAC                                                        6.3%     9/1/2010    2,208,540
   1,400,000  Central Valley Financing Authority, California, Cogeneration 
              Project Revenue Bonds, (Carson Ice-Gen Project), Series 1993            6.0%     7/1/2009    1,415,862
   3,135,000  County of Orange, California, 1996 Recovery Certificates of 
              Participation, Series A, Insured by MBIA                                5.8%     7/1/2016    3,153,183
   1,900,000  El Cajon, California, Redevelopment Agency Tax Allocation 
              Refunding Bonds (El Cajon Redevelopment Project), 
              Insured by AMBAC                                                        6.6%    10/1/2022    2,053,596
   2,000,000  Los Angeles County, California, Transportation Commission 
              Sales Tax Revenue Bonds, Proposition C, Series A, 
              Insured by MBIA                                                        6.25%     7/1/2013    2,095,060
   2,000,000  Metropolitan Water District of Southern California, Unlimited
              Tax General Obligation Bonds, Series G                                6.625%     3/1/2009    2,106,060(b)
   1,000,000  Rio Linda, California, Union School District, Series 1992-A, 
              Insured by AMBAC                                                        7.4%     8/1/2010    1,142,580
   2,815,000  Riverside County Transportation Commission, California, 
              Sales Tax Revenue Capital Appreciation Bonds, 
              Insured by MBIA                                                    Zero Coupon   6/1/2004    1,939,591
   1,000,000  Sacramento Cogeneration Authority, Cogeneration Project 
              Revenue Bonds, (Procter & Gamble Project), 1995 Series                6.375%     7/1/2010    1,025,940
   4,000,000  Sacramento, California, Municipal Utility District Electric 
              Revenue Refunding Series D, Insured by MBIA                            5.25%   11/15/2020    3,751,040
   2,000,000  Sacramento, California, Municipal Utility District, Electric 
              Revenue Bonds, Series Y, Insured by MBIA                               6.75%     9/1/2009    2,185,980
   1,500,000  San Francisco Bay Area Rapid Transit District, California, Sales 
              Tax Revenue Refunding Bonds, Series 1990, Insured by MBIA              6.75%     7/1/2010    1,712,490
  15,000,000  San Joaquin Hills Transportation Corridor Agency, 
              California, Sr. Lien Convertible Toll Revenue Bonds                Zero Coupon   1/1/2013   11,964,900
   3,000,000  San Mateo County, California, Joint Powers Financing Authority, 
              Lease Revenue Refunding Bonds, Capital Projects Program, 1993 
              Series, Insured by MBIA                                                 5.0%     7/1/2021    2,787,150
   1,500,000  State of California, General Obligation Bonds                           7.0%     8/1/2006    1,732,680
   2,490,000  University of California Revenue Bonds, Multiple Purpose 
              Projects, Series 1989-B, Insured by AMBAC                              11.0%     9/1/1998    2,784,667
                                                                                                        ------------
                                                                                                          73,529,087
                                                                                                        ------------

Colorado - 5.8%
   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    3,243,780
     710,000  Colorado Housing & Finance Authority, Single Family Residential
              Housing Revenue Bonds, Series 1987-B                                    9.0%     9/1/2017      737,008
   3,100,000  Colorado Springs, Colorado, Utilities System Refunding
              Bonds, Series 1991-B                                                    7.0%   11/15/2021    3,487,283(b)
   1,945,000  Colorado State Colleges Board, Western State College, 
              Housing & Student Fee Revenue Bonds, Series 1992, 
              Insured by Connie Lee                                                 6.625%     5/1/2015    2,159,417(b)
   1,195,000  Colorado Water Resources Power Development Authority, 
              Clean Water Revenue Bonds, Series A, Insured by FSA                    6.25%     9/1/2013    1,253,208
   1,000,000  Denver, Colorado, City & County Revenue Bonds, Sisters of 
              Charity of Leavenworth, Insured by MBIA                                 5.0%    12/1/2023      907,800
   3,500,000  Douglas County School District, Number RE 1, Douglas & 
              Elbert Counties, Colorado, General Obligation Bonds, 
              Insured by MBIA                                                         6.5%   12/15/2016    3,813,530
   1,000,000  Eagle, Garfield, and Routt Counties, Colorado, Eagle County 
              School District No. RE50J, General Obligation Bonds,  
              Series 1994, Insured by FGIC                                            6.3%    12/1/2012    1,078,030
   1,890,000  Goldsmith Metropolitan District, Colorado, Unlimited Tax
              General Obligation Bonds, Insured by MBIA                          Zero Coupon   6/1/2008    1,031,713
   1,885,000  Goldsmith Metropolitan District, Colorado, Unlimited Tax
              General Obligation Bonds, Insured by MBIA                          Zero Coupon  12/1/2008      996,543
   1,890,000  Goldsmith Metropolitan District, Colorado, Unlimited Tax
              General Obligation Bonds, Insured by MBIA                          Zero Coupon   6/1/2007    1,092,741
   1,100,000  Highlands Ranch, Metropolitan District No. 2, Douglas County, 
              Colorado, General Obligation Refunding Bonds, Series 1996, 
              Insured by FSA                                                          6.5%    6/15/2012    1,215,390
   3,000,000  Larimer County, Colorado, School District No. R-2, Poudre
              Valley Unlimited Tax General Obligation Bonds, 
              Insured by MBIA                                                         7.0%   12/15/2016    3,625,950
   4,485,000  Regional Transportation District, Colorado, Sales Tax
              Revenue Refunding & Improvement Bonds, Series 1992, 
              Insured by FGIC                                                        6.25%    11/1/2012    4,722,167
   2,500,000  St. Vrain Valley School District, Boulder, Larimer & Weld
              Counties, Colorado, General Obligation Refunding & 
              Improvement Bonds, Series 1990-A, Insured by MBIA                  Zero Coupon 12/15/2003    1,758,400
   5,000,000  St. Vrain Valley School District, Boulder, Larimer & Weld
              Counties, Colorado, General Obligation Refunding & 
              Improvement Bonds, Series 1990-A, Insured by MBIA                  Zero Coupon 12/15/2004    3,347,000
                                                                                                        ------------
                                                                                                          34,469,960
                                                                                                        ------------

Connecticut - 0.9%
   4,000,000  Connecticut Special Tax Obligation, Transportation Infrastructure
              Revenue Bonds, Series B                                                 6.5%    10/1/2010    4,493,040
   1,000,000  Connecticut State Health & Education Facilities Authority 
              Revenue Bonds, Hospital of St. Raphael, Series H, 
              Insured by AMBAC                                                       5.25%     7/1/2012      996,750
                                                                                                        ------------
                                                                                                           5,489,790
                                                                                                        ------------

Florida - 3.0%
  15,330,000  Broward County, Florida, Housing Finance Authority, 
              Home Mortgage Revenue Bonds, 1983 Series A                         Zero Coupon   4/1/2014    2,571,301
   1,000,000  Florida State Board of Education, Public Education Capital Outlay
              General Obligation Bonds, Series B-1                                  7.875%     6/1/2019    1,077,220(b)
   3,500,000  Florida State Board of Education, Public Education Capital Outlay,
              General Obligation Bonds, Series B                                    5.875%     6/1/2020    3,570,385
   5,750,000  Florida State Turnpike Authority, Turnpike Revenue Refunding 
              Bonds, (Department of Transportation), Series A, 
              Insured by FGIC                                                         5.0%     7/1/2019    5,295,923
   3,200,000  Hillsborough County, Florida, Industrial Development Authority 
              (Weyerhaeuser Company, Inc.), Industrial Development 
              Revenue Bonds, Series 1983                                             9.25%     6/1/2008    3,259,936
   1,705,000  Hillsborough County, Florida, Industrial Development Authority, 
              Florida (Tampa Electric Project), Pollution Control 
              Revenue Bonds, Series 1991                                            7.875%     8/1/2021    1,963,955
                                                                                                        ------------
                                                                                                          17,738,720
                                                                                                        ------------

Georgia - 2.8%
   1,500,000  Brunswick, Georgia, Water & Sewer Revenue Refunding & 
              Improvement Bonds, Series A, Insured by MBIA                            6.1%    10/1/2019    1,604,100
   2,000,000  Brunswick, Georgia, Water & Sewer Revenue Refunding & 
              Improvement Bonds, Series 1992, Insured by MBIA                         6.0%    10/1/2011    2,132,240
   5,000,000  Cherokee County, Georgia, Water & Sewer Revenue Refunding & 
              Improvement Bonds, Insured by MBIA                                      5.5%     8/1/2018    5,031,150
   2,000,000  Georgia State, Unlimited Tax General Obligation Bonds, 
              Series 1994-B                                                          5.65%     3/1/2012    2,076,900
   3,500,000  Georgia State, Unlimited Tax General Obligation Bonds, 
              Series 1994-D                                                           5.0%     8/1/2012    3,395,805
   1,000,000  Georgia State, Unlimited Tax General Obligation Bonds, Series B         6.3%     3/1/2009    1,102,900
   1,000,000  Georgia State, Unlimited Tax General Obligation Bonds, Series B         6.3%     3/1/2010    1,106,720
                                                                                                        ------------
                                                                                                          16,449,815 
                                                                                                        ------------

Idaho - 0.7%
   1,000,000  Boise City, Idaho, Independent School District, Ada and Boise 
              Counties, General Obligation School Bonds, Series 1996                  5.5%    7/30/2016    1,004,730
   1,000,000  Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
              Series 1991, Insured by MBIA                                       Zero Coupon   4/1/2007      586,150
   3,115,000  Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
              Series 1991, Insured by MBIA                                       Zero Coupon   4/1/2010    1,534,885
   2,000,000  Idaho Falls, Idaho, General Obligation Electric Refunding Bonds,
              Series 1991, Insured by MBIA                                       Zero Coupon   4/1/2011      915,320
                                                                                                        ------------
                                                                                                           4,041,085
                                                                                                        ------------

Illinois - 1.4%
   1,000,000  City of Alton, Madison County, Illinois, Hospital Facility 
              Revenue Refunding Bonds, Series 1996, 
              (Saint Anthony's Health Center)                                         6.0%     9/1/2014     940,540
   2,000,000  Illinois Health Facilities Authority Revenue Refunding Bonds, 
              Lutheran General Health, Insured by FSA                                 6.0%     4/1/2018   2,038,680
     981,000  Illinois Health Facilities Authority (Community Provider Pooled Loan
              Program), Revenue Bonds, Series 1988-B, Insured by MBIA                 7.9%    8/15/2003   1,010,096(b)
     170,000  Illinois Health Facilities Authority (Community Provider Pooled Loan
              Program), Revenue Bonds, Series 1988-B, Insured by MBIA                 7.9%    8/15/2003     195,184(b)
   6,660,000  Metropolitan Pier & Exposition Authority, Illinois, McCormick 
              Place Expansion Project, Refunding Bonds, Series 1996-A, 
              Insured by MBIA                                                    Zero Coupon 12/15/2018   1,825,439
   2,550,000  Metropolitan Pier & Exposition Authority, Illinois, McCormick 
              Place Expansion Project, Refunding Bonds, Series 1996-A, 
              Insured by AMBAC                                                       5.25%    6/15/2027   2,356,863
                                                                                                        ------------
                                                                                                           8,366,802
                                                                                                        ------------

Indiana - 1.4%
   2,450,000  Indiana Municipal Power Agency, Power Supply System 
              Revenue Bonds, Series A, Insured by MBIA                                5.5%     1/1/2023    2,357,831
   1,100,000  Indianapolis Airport Authority Refunding Revenue Bonds, 
              Series 1996-A, Insured by FGIC                                          5.6%     7/1/2015    1,086,129
     410,000  Indianapolis, Indiana, Resource Recovery Revenue Bonds, 
              1985 Series A                                                           7.9%    12/1/2008      423,563
   2,190,000  Indianapolis, Indiana, Resource Recovery Revenue Bonds, 
              1985 Series B                                                           7.9%    12/1/2008    2,262,445
   2,100,000  Indianapolis, Indiana, Resource Recovery Revenue Bonds, 
              Ogden Martin Systems, Series A                                          7.8%    12/1/2004    2,169,321
                                                                                                        ------------
                                                                                                           8,299,289
                                                                                                        ------------

Iowa - 1.5%
   1,450,000  Iowa Finance Authority Revenue Bonds, Series 1995A, 
              (Correctional Facility Program), Insured by AMBAC                       5.5%    6/15/2015    1,454,829
   3,500,000  Iowa Finance Authority, Iowa State Revolving Fund 
              Revenue Bonds, Combined Series 1993                                     5.2%     5/1/2023    3,307,850
   2,000,000  Iowa Finance Authority, Iowa State Revolving Fund Revenue 
              Bonds, Combined Series 1994                                            6.25%     5/1/2024    2,084,120
   2,275,000  Woodbury County, Iowa, Hospital System Revenue 
              Refunding Bonds, St. Luke's Obligated Group, 
              Series 1995-A, Insured by MBIA                                         5.55%     9/1/2020    2,190,484
                                                                                                        ------------
                                                                                                           9,037,283
                                                                                                        ------------

Kansas - 1.8%
   8,000,000  Kansas City, Kansas, Utility System Refunding and 
              Improvement Revenue Bonds, Series 1994, Insured by FGIC               6.375%     9/1/2023    8,575,120
     920,000  Kansas City, Kansas, Utility System, Capital Appreciation
              Refunding & Improvement Revenue Bonds, Insured by 
              AMBAC                                                              Zero Coupon   3/1/2007      538,310
   1,255,000  Kansas City, Kansas, Utility System, Capital Appreciation
              Refunding & Improvement Revenue Bonds, 
              Insured by AMBAC                                                   Zero Coupon   3/1/2007      729,168(b)
     600,000  Kansas Development Finance Authority, Health Facilities 
              Revenue Bonds, (Stormont-Vail Healthcare, Inc.), 
              Series F, Insured by MBIA                                               5.8%   11/15/2016      605,886
                                                                                                        ------------
                                                                                                          10,448,484
                                                                                                        ------------

Kentucky - 0.7%
   1,000,000  Kentucky Development Finance Authority, Refunding and 
              Improvement Revenue Bonds (Ashland Hospital, 
              Kings Daughter Project)                                                9.75%     8/1/2005    1,068,260
     750,000  Kentucky Turnpike Authority, Economic Development 
              Road Revenue and Revenue Refunding Bonds, Series 1993, 
              Insured by AMBAC                                                        5.5%     7/1/2009      767,115
   5,345,000  Kentucky Turnpike Authority, Economic Development Road 
              Revenue Bonds, Insured by FGIC                                     Zero Coupon   1/1/2010    2,601,198
                                                                                                        ------------
                                                                                                           4,436,573
                                                                                                        ------------

Louisiana - 1.1%
   6,500,000  New Orleans, Louisiana, General Obligation Bonds, Series 1991, 
              Insured by AMBAC                                                   Zero Coupon   9/1/2012    2,638,545
   3,000,000  Orleans Parish School Board #87, Louisiana, Insured by MBIA            8.95%     2/1/2008    3,917,910(b) 
                                                                                                        ------------
                                                                                                           6,556,455
                                                                                                        ------------

Maine - 0.3%
   1,250,000  Maine Health & Higher Education Facilities Authority, 
              Revenue Bonds, Series 1994, Insured by FSA                              7.0%     7/1/2024    1,383,075
     350,000  Regional Waste Systems, Inc., Maine, Solid Waste Resource 
              Recovery System Revenue Bonds, Series A-C                              7.95%     7/1/2010      379,501
                                                                                                        ------------
                                                                                                           1,762,576
                                                                                                        ------------

Maryland - 1.3%
   2,000,000  Maryland Health & Higher Education Authority, Union Hospital 
              of Cecil County Revenue Bonds, Series 1992                              6.7%     7/1/2022    2,060,000
   4,500,000  Morgan State University, Maryland, Academic Fee and 
              Auxiliary Facilities Fees Revenue Refunding Bonds, 
              Series 1993, Insured by MBIA                                           6.05%     7/1/2015    4,818,780
   1,000,000  Prince George's County, Maryland, Dimensions Health Corp.,
              Hospital Revenue Bonds, Series 1992                                     7.0%     7/1/2022    1,133,700(b) 
                                                                                                        ------------
                                                                                                           8,012,480
                                                                                                        ------------

Massachusetts - 2.6%
   2,000,000  Commonwealth of Massachusetts, General Obligation 
              Refunding Bonds, Series B                                               6.5%     8/1/2008    2,222,380
   1,800,000  Commonwealth of Massachusetts, Limited Tax General 
              Obligation Bonds, Construction Loan, Series C                         7.375%    12/1/2008    1,950,858(b)
   1,500,000  Massachusetts Health and Education Facilities Authority 
              (Newton - Wellesley Hospital) Revenue Bonds, Series C                   8.0%     7/1/2018    1,621,890(b)
   2,500,000  Massachusetts Health and Education Facilities Authority, 
              Revenue Bonds, Daughters of Charity National Health 
              System, The Carney Hospital, Series D                                  6.10%     7/1/2014    2,567,625
   1,500,000  Massachusetts Health & Education Facilities Authority, 
              Revenue Bonds, Series F                                                 6.5%     7/1/2012    1,603,830
   2,500,000  Massachusetts State Water Resources Authority, General 
              Refunding Revenue Bonds, Series B, Insured by MBIA                      5.0%     3/1/2022    2,285,475
   3,000,000  Plymouth County, Massachusetts, Correctional Facility 
              Certificates of Participation Bonds                                     7.0%     4/1/2012    3,301,170
                                                                                                        ------------
                                                                                                          15,553,228
                                                                                                        ------------

Michigan - 4.6%
  10,000,000  Detroit, Michigan, Sewer Disposal Revenue Bonds, Linked Pars & 
              Inflos, Insured by FGIC                                                 5.7%     7/1/2023    9,891,000
   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,
              Insured by AMBAC                                                       6.40%     8/1/2024    2,153,700
   1,400,000  Kent County, Michigan, Limited Tax General Obligation Refuse
              Disposal System Refunding Bonds                                         8.3%    11/1/2007    1,485,918
   1,500,000  Livonia Public Schools, County of Wayne, Michigan, 1992 School 
              Building and Site Bonds, Series II (Unlimited Tax General 
              Obligation), Insured by FGIC                                       Zero Coupon   5/1/2009      762,660
   2,460,000  Michigan Municipal Bond Authority, Government Loan 
              Revenue Refunding Bonds, Series A, Insured by FGIC                 Zero Coupon  12/1/2005    1,531,842
     110,000  Michigan State Hospital Finance Authority, Hospital Revenue 
              and Refunding Bonds, (Detroit Medical Center Obligated 
              Group), Series 1988-A                                                 8.125%    8/15/2012      116,559(b)
     390,000  Michigan State Hospital Finance Authority, Hospital Revenue and 
              Refunding Bonds, (Detroit Medical Center Obligated 
              Group), Series 1988-A                                                 8.125%    8/15/2012      423,868
   3,000,000  Michigan State Hospital Finance Authority, Revenue Refunding 
              Bonds, (Sisters of Mercy Health Corp.), Insured by MBIA               5.375%    8/15/2014    2,950,830
   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    3,393,438
   1,000,000  Vicksburg, Michigan, Community Schools, Qualified School 
              General Obligation Bonds, Kalamazoo & St. Joseph Counties, 
              Insured by MBIA                                                         7.0%     5/1/2007    1,116,960(b)
   3,455,000  West Ottawa, Michigan, Public School District, Unlimited 
              Tax General Obligation Bonds, Insured by MBIA                      Zero Coupon   5/1/2004    2,395,593
   1,860,000  West Ottawa, Michigan, Public School District, Unlimited 
              Tax General Obligation Bonds, Insured by MBIA                      Zero Coupon   5/1/2005    1,212,962
                                                                                                        ------------
                                                                                                          27,435,330
                                                                                                        ------------

Minnesota - 3.7%
   2,500,000  City of Minneapolis, (Lifespan Inc., Abbott - Northwestern Hospital),
              Hospital Facilities Refunding Revenue Bonds, 1987 Series B            9.125%    12/1/2014    2,690,600(b)
   1,850,000  City of Minneapolis, (Lifespan Inc., Abbott - Northwestern Hospital),
              Hospital Facilities Revenue Bonds, 1988 Series A                      7.875%    12/1/2014    1,967,974(b)
     285,000  Duluth Economic Development Authority, Minnesota, 
              Health Care Facilities Revenue Bonds, (The Duluth Clinic, Ltd), 
              Series 1992, Insured by AMBAC                                           6.3%    11/1/2022      313,087(b)
     715,000  Duluth Economic Development Authority, Minnesota, 
              Health Care Facilities Revenue Bonds, (The Duluth Clinic, Ltd), 
              Series 1992, Insured by AMBAC                                           6.3%    11/1/2022      747,811
   7,685,000  Minneapolis, Minnesota, Community Development Agency, Tax
              Increment Revenue Appreciation Bonds, Insured by MBIA              Zero Coupon   3/1/2009    3,933,337
   2,500,000  Minnesota Higher Education Facilities Authority, 
              (Augsburg College), Mortgage Revenue Bonds, 
              Series Four-F1 Bonds                                                   6.25%     5/1/2023    2,526,500
   1,740,000  Stewartville, MN, Independent School District, 
              Unlimited Tax General Obligation Bonds, Series A                       5.75%     2/1/2014    1,768,327
   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    4,044,425(b)
   1,000,000  St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
              Bonds, Series C, Insured by AMBAC                                      7.25%     7/1/2018    1,112,240(b)
   1,180,000  St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
              Bonds, Series A, Insured by AMBAC                                      7.25%     7/1/2015    1,295,605(b)
   1,400,000  St. Louis Park, Minnesota, (Methodist Hospital), Hospital Revenue
              Bonds, Series C, Insured by AMBAC                                      7.25%     7/1/2015    1,557,136(b) 
                                                                                                        ------------
                                                                                                          21,957,042
                                                                                                        ------------

Missouri - 2.5%
   1,750,000  Boone County, Missouri, Hospital Revenue Refunding Bonds, 
              Series 1993                                                             5.5%     8/1/2009    1,715,332
   2,000,000  Health & Educational Facilities Authority of Missouri, 
              Health Facilities Revenue Bonds, Series 1996, 
              (Lake of the Ozarks General Hospital, Inc.)                             6.5%    2/15/2021    2,026,860
   2,000,000  Missouri State Health and Education Facilities Authority 
              (Barnes - Jewish, Inc./Christian Health Services), 
              Health Facilities Refunding & Improvement Revenue Bonds, 
              Series 1993-A                                                          5.25%    5/15/2014    1,931,080
   2,650,000  Missouri State Health and Education Facilities Authority 
              (Christian Health Services), Health Facilities Refunding & 
              Improvement Revenue Bonds, Series 1991 A, Insured by FGIC             6.875%    2/15/2021    2,941,474(b)
     750,000  Missouri State Health and Education Facilities Authority, 
              Health Facilities Revenue Refunding Bonds, Lester E. Cox 
              Medical Center Project, Series 1993-I, Insured by MBIA                 5.35%     6/1/2009      755,430
   2,925,000  Missouri State Health and Education Facilities Authority, 
              Heartland Health System Revenue Bonds, Series 1992, 
              Insured by AMBAC                                                       6.35%   11/15/2017    3,090,350
   1,500,000  Missouri State Health and Education Facilities Authority, 
              SSM Health Care Refunding Revenue Bonds, Series A, 
              Insured by MBIA                                                        6.25%     6/1/2007    1,603,830
   1,000,000  State Environmental Improvement and Energy Resources Authority, 
              (State of Missouri), Water Pollution Control Revenue Bonds, 
              (State Revolving Fund Program - Multiple Participant Series), 
              Series 1995-E                                                         5.625%     7/1/2016    1,008,850
                                                                                                        ------------
                                                                                                          15,073,206
                                                                                                        ------------

Montana - 1.2%
     775,000  Montana State Board of Investments, Payroll Tax Revenue Bonds,
              Series 1996, Insured by MBIA                                          6.875%     6/1/2020      841,875(b)
   2,385,000  Montana State Board of Investments, Payroll Tax Revenue Bonds,
              Series 1996, Insured by MBIA                                          6.875%     6/1/2020    2,603,705(b)
   1,240,000  Montana State Board of Investments, Payroll Tax Revenue Bonds, 
              Insured by MBIA                                                       6.875%     6/1/2020    1,375,210
   2,600,000  State of Montana, The Board of Regents of Higher Education, 
              Montana State University, Facilities Improvement & 
              Refunding Revenue Bonds, Series D-1996, Insured by MBIA               5.375%   11/15/2021    2,525,094(b) 
                                                                                                        ------------
                                                                                                           7,345,884
                                                                                                        ------------

Nebraska - 1.3%
   4,000,000  Nebraska Public Power District, Power Supply System Revenue Bonds,
              Insured by MBIA                                                       6.125%     1/1/2015    4,143,560
   3,455,000  Omaha Public Power District, Nebraska, Electric Revenue 
              Refunding Bonds, Series B                                              6.15%     2/1/2012    3,778,043
                                                                                                        ------------
                                                                                                           7,921,603
                                                                                                        ------------

New Hampshire - 0.2%
   1,100,000  New Hampshire Turnpike System, Residual Interest Bonds,
              1991 Refunding, Series C, Insured by FGIC                              9.83%      12/5/96    1,354,133(c) 
                                                                                                        ------------

New Jersey - 3.5%
     665,000  Camden County, New Jersey, Municipal Utility Authority Sewer 
              Revenue Bonds, Insured by FGIC                                         8.25%    12/1/2017      707,161(b)
   1,035,000  Camden County, New Jersey, Municipal Utility Authority Sewer 
              Revenue Bonds, Insured by FGIC                                         8.25%    12/1/2017    1,104,480
   1,250,000  East Orange, New Jersey, Unlimited Tax General Obligation Bonds, 
              Insured by FSA                                                          8.4%     8/1/2006    1,560,088
   1,000,000  Mercer County, New Jersey, Improvement Authority, County 
              Guaranteed Solid Waste Revenue Bonds, Series 1988                       7.9%     4/1/2013    1,037,000(b)
   1,000,000  Mercer County, New Jersey, Improvement Authority, 
              Revenue Bonds, Series 1991                                              6.6%    11/1/2014    1,094,560(b)
   2,585,000  New Jersey Health Care Facilities Financing Authority, Jersey Shore
              Medical Center Revenue Bonds, Insured by AMBAC                          6.1%     7/1/2010    2,715,568
   3,000,000  New Jersey Transit Corp., (Raymond Plaza East, Inc.), Certificates
              of Participation, Insured by FSA                                      6.375%    10/1/2006    3,326,400
   1,390,000  New Jersey Turnpike Authority, Turnpike Revenue Bonds, 
              1984 Series                                                          10.375%     1/1/2003    1,642,438(b)
   4,700,000  New Jersey Turnpike Authority, Turnpike Revenue Bonds, Series C,
              Insured by AMBAC                                                        6.5%     1/1/2016    5,281,766
   2,595,000  West New York, New Jersey, Municipal Utility Authority, Sewer
              Revenue Refunding Bonds, Insured by FGIC                           Zero Coupon 12/15/2009    1,278,946
   2,195,000  West New York, New Jersey, Municipal Utility Authority, Sewer
              Revenue Refunding Bonds, Insured by FGIC                           Zero Coupon 12/15/2007    1,226,149
                                                                                                        ------------
                                                                                                          20,974,556
                                                                                                        ------------

New Mexico - 2.0%
   5,000,000  Farmington, New Mexico, Power Revenue Refunding Bonds, 
              Series 1983                                                           9.875%     1/1/2013    6,546,450(b)
   4,040,000  Farmington, New Mexico, Utility Systems Revenue Bonds, 
              Insured by AMBAC                                                      9.875%     1/1/2008    5,338,375(b) 
                                                                                                        ------------
                                                                                                          11,884,825
                                                                                                        ------------

New York - 5.7%
   5,200,000  Metropolitan Transportation Authority, New York, 
              Commuter Facilities Revenue Bonds, Series A, 
              Insured by MBIA                                                       6.375%     7/1/2018    5,488,964
   4,250,000  Metropolitan Transportation Authority, New York, 
              Transit Facilities Revenue Bonds, Series O, Insured by MBIA            6.25%     7/1/2014    4,479,415
   4,225,000  Metropolitan Transportation Authority, New York, 
              Transit Facilities Service Contract Bonds, Series O                    5.75%     7/1/2013    4,202,227
   2,000,000  New York City, Municipal Water Finance Authority, Water & Sewer
              System Revenue Bonds, Series A, Insured by AMBAC                      5.875%    6/15/2012    2,092,740
   1,250,000  New York City, Municipal Water Finance Authority, Water & 
              Sewer System Revenue Bonds                                             8.75%    6/15/2010    1,313,338(b)
   2,000,000  New York State Dorm Authority (City University), Construction 
              Revenue Bonds, Series A                                               8.125%     7/1/2017    2,097,700(b)
   5,000,000  New York State Dorm Authority, Revenue Refunding Bonds, 
              State University Educational Facilities, Series B                       5.0%    5/15/2018    4,427,500
   2,125,000  New York State Medical Care Facilities Finance Agency 
              (Ellis Hospital), Insured Mortgage Hospital Bonds, Series B, 
              Insured by FHA                                                          8.0%    2/15/2008    2,284,418
   2,860,000  New York State Thruway Authority, Highway & Bridge 
              Trust Fund, Revenue Bonds, Series 1994-B, Insured by FGIC               6.0%     4/1/2014    2,980,778
   1,720,000  New York State Urban Development Corp., Project Revenue Bonds,
              (Syracuse University Center for Science and Technology Loan), 
              1995 Refunding Series                                                   6.0%     1/1/2010    1,752,783
   1,620,000  New York State Urban Development Corp., Project Revenue Bonds,
              (Syracuse University Center for Science and Technology Loan), 
              1995 Refunding Series                                                   6.0%     1/1/2009    1,663,481
   1,000,000  Triborough Bridge & Tunnel Authority, New York, General 
              Purpose Revenue Bonds, Series Q                                        6.75%     1/1/2009    1,134,400
                                                                                                        ------------
                                                                                                          33,917,744
                                                                                                        ------------

North Carolina - 1.8%
   1,750,000  County of Pasquotank, North Carolina, 1995, (Elizabeth City 
              Pasquotank Public Schools Project) Insured by MBIA                      5.0%     6/1/2015    1,623,913
   1,500,000  County of Pitt, North Carolina, Pitt County Memorial Hospital 
              Revenue Bonds, Series 1995                                              5.5%    12/1/2015    1,477,305
   2,250,000  North Carolina Municipal Power Agency #1 (Catawba Electric),
              Electric Revenue Bonds, Insured by MBIA                                 5.0%     1/1/2018    2,057,647
   4,000,000  North Carolina Municipal Power Agency #1, Catawba Electric 
              Revenue Refunding Bonds, Series 1992, Insured by MBIA                   6.0%     1/1/2011    4,255,440
   1,000,000  Union County, North Carolina, Enterprise System Revenue Bonds, 
              Series 1996, Insured by MBIA                                            5.5%     6/1/2021      993,290
                                                                                                        ------------
                                                                                                          10,407,595
                                                                                                        ------------

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    1,072,780
   2,000,000  North Dakota Municipal Bond Bank, State Revolving Fund 
              Program Bonds, Series 1995-A                                            6.3%    10/1/2015    2,106,340
                                                                                                        ------------
                                                                                                           3,179,120
                                                                                                        ------------

Ohio - 4.1%
   1,050,000  Akron, Bath & Copley Joint Township, Ohio, (Children's Hospital 
              Medical Center), Hospital District Revenue Bonds, 
              Insured by AMBAC                                                       7.45%   11/15/2020    1,186,710(b)
   2,500,000  Akron, Ohio, Certificates of Participation, Series 1996, 
              Akron Municipal Baseball Stadium Project                           Zero Coupon  12/1/2016    1,807,500(d)
   3,785,000  City of Cleveland, Ohio, Public Power System, 
              First Mortgage Revenue Bonds, Series 1994-A, 
              Insured by MBIA                                                         7.0%   11/15/2024    4,272,205
   1,630,000  Cuyahoga County, Ohio, (Deaconess Hospital), Hospital
              Revenue Bonds, Series C                                                7.45%    10/1/2018    1,847,768(b)
   1,470,000  Lorain County, Ohio, (Humility of Mary Health System), Hospital
              Revenue Bonds                                                         7.125%   12/15/2006    1,604,211
   2,000,000  Ohio Higher Educational Facility Commission (Case Western
              Reserve University Project), Series B                                   6.5%    10/1/2020    2,258,320
   1,500,000  Ohio Higher Educational Facility Commission, Higher Educational 
              Revenue Bonds, (Ohio Dominican College 1994 Project)                  6.625%    12/1/2014    1,579,275
   5,000,000  Ohio State Air Quality Development Authority, Cleveland Electric,
              Pollution Control Revenue Bonds, Insured by FGIC                        8.0%    12/1/2013    5,843,300
   2,250,000  Ohio State Air Quality Development Authority, Columbus & 
              Southern Pollution Control Revenue Bonds, Insured by FGIC             6.375%    12/1/2020    2,376,810
   1,795,000  Trumbull County, Ohio (Memorial Hospital), Hospital Revenue
              Refunding & Improvement Bonds, Series 1991-B, 
              Insured by FGIC                                                         6.9%   11/15/2012    1,951,183
                                                                                                        ------------
                                                                                                          24,727,282
                                                                                                        ------------

Oklahoma - 1.8%
   5,220,000  Bass, Oklahoma, Memorial Baptist Hospital                              8.35%     5/1/2009    6,481,204(b)
   1,175,000  Grand River Dam Authority, Oklahoma, Revenue 
              Refunding Bonds, Series 1993, Insured by FSA                           5.75%     6/1/2008    1,242,139
   1,500,000  Oklahoma Municipal Power Authority, Electric Revenue 
              Refunding Bonds, Series B, Insured by MBIA                             5.75%     1/1/2024    1,585,275
   1,500,000  Oklahoma Municipal Power Authority, Power Supply System
              Revenue Bonds, Series 1992-B, Insured by MBIA                         5.875%     1/1/2012    1,588,950
                                                                                                        ------------
                                                                                                          10,897,568
                                                                                                        ------------

Oregon - 0.8%
   2,700,000  Clackamas County, Oregon, Health Facilities Authority, Adventist
              Health-West Revenue Refunding Bonds, Series 1992-A, 
              Insured by MBIA                                                        6.35%     3/1/2009    2,879,685
   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),
              Insured by MBIA                                                       5.875%     8/1/2012    2,060,320
                                                                                                        ------------
                                                                                                           4,940,005
                                                                                                        ------------

Pennsylvania - 1.8%
   1,600,000  Allegheny County, Pennsylvania, Hospital Development Authority, 
              Hospital Revenue Bonds, Series A-1995, (Allegheny General 
              Hospital Project), Insured by MBIA                                      6.2%     9/1/2015    1,674,320
   2,575,000  Allegheny County, Pennsylvania, Sanitary Authority, 
              Sewer Revenue Bonds, Series A, Insured by FGIC                     Zero Coupon   6/1/2008    1,402,473
   2,000,000  Delaware River Joint Toll Bridge Commission, Pennsylvania, Toll
              Bridge Revenue Bonds                                                  7.875%     7/1/2018    2,156,880(b)
   3,170,000  Millcreek Township, Pennsylvania, School District, General
              Obligation Bonds, Insured by FGIC                                  Zero Coupon  8/15/2009    1,576,885
   2,000,000  Monroeville, Pennsylvania, Hospital Authority, Forbes Health 
              System Revenue Bonds, Series 1992                                       7.0%    10/1/2003    2,152,460
   3,000,000  Pennsylvania State, General Obligation Bonds, Second 
              Series of 1992, Insured by AMBAC                                   Zero Coupon   7/1/2006    1,839,540
                                                                                                        ------------
                                                                                                          10,802,558
                                                                                                        ------------

Puerto Rico - 1.7%
   4,000,000  Puerto Rico Commonwealth, Aqueduct & Sewer 
              Revenue Bonds, Series A                                                 9.0%     7/1/2009    5,048,160(b)
   2,000,000  Puerto Rico Commonwealth, Unlimited Tax General 
              Obligation Bonds                                                       6.45%     7/1/2017    2,135,740
   3,000,000  Puerto Rico Electric Power Authority, Power Revenue Bonds, 
              Series T                                                                6.0%     7/1/2016    3,052,470
                                                                                                        ------------
                                                                                                          10,236,370
                                                                                                        ------------

South Carolina - 1.1%
   2,000,000  Piedmont Municipal Power Agency, South Carolina, 
              Electric Revenue Refunding Bonds, Series 1991, 
              Insured by FGIC                                                        6.25%     1/1/2021    2,182,020
   5,000,000  Piedmont Municipal Power Agency, South Carolina, Electric 
              Revenue Refunding Bonds, Insured by FGIC                                5.0%     1/1/2022    4,528,700
                                                                                                        ------------
                                                                                                           6,710,720
                                                                                                        ------------

South Dakota - 0.3%
   1,895,000  South Dakota State Health and Education Facilities Authority 
              Revenue Refunding Bonds, Series 1996, (St. Lukes Midland 
              Regional Medical Center Issue), Insured by MBIA                         5.5%     7/1/2021    1,830,380
                                                                                                        ------------

Tennessee - 0.3%
   1,750,000  Bristol, Tennessee, Health and Educational Facilities Authority, 
              Bristol Memorial Hospital Revenue Bonds, Insured by FGIC                7.0%     9/1/2021    1,948,835(b) 
                                                                                                        ------------

Texas - 9.4%
   2,165,000  Arlington, Texas, Independent School District, Unlimited Tax 
              Refunding & Improvement Bonds, Series 1992, Permanent 
              School Fund Guarantee                                              Zero Coupon  2/15/2009    1,108,112
   8,100,000  Austin, Texas, Utility System Refunding Revenue Bonds, 
              Series A, Insured by MBIA                                          Zero Coupon 11/15/2009    3,939,516
   7,000,000  Austin, Texas, Utility System Refunding Revenue Bonds, 
              Series A, Insured by MBIA                                          Zero Coupon 11/15/2008    3,640,560
   1,000,000  Austin, Texas, Utility System Revenue Refunding Bonds, 
              Insured by FGIC                                                         6.0%   11/15/2013    1,058,210
   1,575,000  Bexar County, Texas, Limited Tax General Obligation Bonds               5.0%    6/15/2015    1,469,963
   1,000,000  Brazos River Authority, Texas, Collateralized Revenue 
              Refunding Bonds (Houston Lighting & Power Co.), 
              1988 Series B                                                          8.25%     5/1/2015    1,068,380
   2,000,000  Brazos River Authority, Texas, Houston Lighting
              & Power Co., Revenue Refunding Bonds, Insured by MBIA                  8.25%     5/1/2015    2,146,360
   1,390,000  City of Garland, Dallas County, Texas, Combination Tax and 
              Revenue Certificates of Obligation, Series 1996                        5.25%    2/15/2016    1,318,818
   1,310,000  City of Garland, Dallas County, Texas, Combination Tax and 
              Revenue Certificates of Obligation, Series 1996                        5.25%    2/15/2015    1,244,906
   1,500,000  Conroe, Texas, Independent School District Unlimited Tax 
              General Obligation Refunding Bonds, Permanent School 
              Fund Guarantee                                                          5.5%    8/15/2021    1,464,180
   2,000,000  Copperas Cove, Texas, Independent School District,
              Unlimited Tax General Obligation Bonds, Permanent School 
              Fund Guarantee                                                          6.9%    8/15/2014    2,269,740(b)
   1,000,000  Dallas-Fort Worth, Texas, Airport Joint Revenue Refunding Bonds, 
              Insured by FGIC                                                       7.375%    11/1/2008    1,151,820
   2,000,000  Dallas-Fort Worth, Texas, Airport Joint Revenue Refunding Bonds, 
              Insured by FGIC                                                       7.375%    11/1/2010    2,303,640
   1,000,000  Dallas-Fort Worth, Texas, Airport Joint Revenue Refunding Bonds, 
              Insured by FGIC                                                       7.375%    11/1/2009    1,157,930
   4,000,000  Dallas-Fort Worth, Texas, Airport Joint Revenue Refunding Bonds
              Series 1994-A, Insured by MBIA                                          6.0%    11/1/2012    4,140,920
   2,285,000  Denton, Texas, Independent School District, Unlimited Tax 
              General Obligation Refunding Bonds, Permanent School 
              Fund Guarantee                                                         6.25%    2/15/2009    2,472,416
   1,000,000  Georgetown, Texas, Higher Education Finance Corp., Higher 
              Education Revenue Bonds, Series 1994 (Southwestern 
              University Project)                                                     6.3%    2/15/2014    1,037,630
   2,250,000  Harris County, Texas, Toll Road Sr. Lien Bonds, Series A, 
              Insured by MBIA                                                       6.375%    8/15/2024    2,409,413
   1,750,000  Harris County, Texas, Tollroad Unlimited Tax & Subordinated Lien,
              Revenue Refunding Bonds, Series 1988                                  8.125%     8/1/2015    1,899,485(b)
   1,160,000  Houston, Texas, Housing Finance Corp., Single Family Mortgage 
              Revenue Bonds, Series 1983                                             10.0%    9/15/2014    1,159,594
   5,315,000  Lewisville, Texas, Independent School District, 
              Capital Appreciation Refunding Bonds, Permanent 
              School Fund Guarantee                                              Zero Coupon  8/15/2019    1,419,743
   1,000,000  San Antonio, Texas, Airport Revenue Refunding Bonds, 
              Insured by AMBAC                                                      7.375%     7/1/2011    1,141,240
   1,845,000  San Antonio, Texas, Airport Revenue Refunding Bonds, 
              Insured by AMBAC                                                      7.375%     7/1/2010    2,116,879
  11,615,000  Southeastern Texas Housing Finance Corp., Single Family
              Mortgage Revenue Bonds                                             Zero Coupon   9/1/2017    3,419,224(b)
   4,315,000  Texas State, Veterans Land Board General Obligation Bonds              0.05%     7/1/2010    2,009,884(b)
   2,500,000  Travis County, Texas, Housing Finance Corporation, Single 
              Family Mortgage Revenue Refunding Bonds, Series 1994-A                 6.75%     4/1/2014    2,635,450
     440,000  Willis, Texas, Independent School District, Government Obligation 
              Bonds, Permanent School Fund Guarantee                                  6.5%    2/15/2016      463,364
   3,210,000  Willis, Texas, Independent School District, Government Obligation 
              Bonds, Permanent School Fund Guarantee                                  6.5%    2/15/2016    3,484,808(b)
   1,175,000  Wylie, Texas, Independent School District, (Collin County), 
              Unlimited Tax School Building & Refunding Bonds, Series 1994, 
              Permanent School Fund Guarantee                                       6.875%    8/15/2014    1,339,429
                                                                                                        ------------
                                                                                                          56,491,614
                                                                                                        ------------

Utah - 1.7%
   1,000,000  Intermountain Power Agency, Utah, Power Supply Revenue 
              Bonds, Series A, Insured by MBIA                                        6.0%     7/1/2009    1,003,750
   3,405,000  Timpanogos Special Service District, Utah County, Utah, 
              Sewer Revenue Bonds, Series 1996-A, Insured by AMBAC                    6.1%     6/1/2019    3,504,494
   3,750,000  Utah Associated Municipal Power Systems, San Juan Project 
              Revenue Bonds, Series O, Insured by MBIA                               6.25%     6/1/2014    3,951,225
   1,580,000  West Valley City, Utah, Municipal Building Authority, Lease 
              Refunding Bonds, Insured by MBIA                                        6.0%    1/15/2010    1,631,713
                                                                                                        ------------
                                                                                                          10,091,182
                                                                                                        ------------

Virginia - 1.6%
   3,000,000  Industrial Development Authority of Fairfax County, Virginia, 
              Health Care Revenue Bonds, (Inova Health System Project), 
              Series 1996                                                           5.875%    8/15/2016    3,031,440
   4,300,000  Virginia Housing Development Authority, Commonwealth 
              Mortgage Bonds, 1994 Series H, Subseries H-2                            6.5%     1/1/2014    4,477,891
   2,000,000  Virginia State, Unlimited Tax General Obligation Bonds                  6.5%     6/1/2015    2,236,940
                                                                                                        ------------
                                                                                                           9,746,271
                                                                                                        ------------

Washington - 6.7%
   1,655,000  Douglas County, Washington, Public Utility District #1, 
              Wells Hydroelectric Revenue Bonds, Series A                            8.75%     9/1/2018    2,177,533(b)
   1,395,000  Douglas County, Washington, Public Utility District #1, 
              Wells Hydroelectric Revenue Bonds, Series A                            8.75%     9/1/2018    1,757,198
   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, Insured by AMBAC                 5.0%     1/1/2023    1,793,220
   5,000,000  King County, Washington, Unlimited Tax General Obligation Bonds, 
              Series A                                                               6.75%    12/1/2009    5,414,100(b)
   1,500,000  Tacoma, Washington, Conservation System Project Revenue Bonds,
              Tacoma Public Utilities Light Division                                  6.6%     1/1/2015    1,596,990
   2,015,000  Tacoma, Washington, Utilities Refuse Revenue Bonds, 
              Insured by MBIA                                                       6.625%    12/1/2011    2,148,655
   5,000,000  Washington State Public Power Supply System, Nuclear 
              Project No. 1, Revenue Refunding Bonds                                  7.5%     7/1/2015    5,479,750(b)
   3,000,000  Washington State Public Power Supply System, Nuclear 
              Project No. 1, Revenue Refunding Bonds, Series 1996-A, 
              Insured by MBIA                                                        5.75%     7/1/2012    3,019,980
   2,000,000  Washington State Public Power Supply System, Nuclear 
              Project No. 1, Revenue Refunding Bonds,
              Series 1996-A, Insured by MBIA                                         5.75%     7/1/2011    2,013,320
   2,500,000  Washington State Public Power Supply System, Nuclear 
              Project No. 3, Revenue Refunding Bonds,
              Series B, Insured by MBIA                                          Zero Coupon   7/1/2010    1,137,575
   1,000,000  Washington State Public Power Supply System, Nuclear 
              Project No. 3, Revenue Refunding Bonds, Insured by FGIC                7.25%     7/1/2015    1,098,910(b)
   3,000,000  Washington State, Unlimited Tax General Obligation Bonds, 
              Series 93A                                                             5.75%    10/1/2012    3,085,050
   1,500,000  Washington State, Unlimited Tax General Obligation Bonds, 
              Series A                                                               6.25%     2/1/2011    1,620,720
   2,400,000  Washington State, Unlimited Tax General Obligation Bonds                6.7%     6/1/2016    2,610,720(b)
   2,000,000  Washington State, Unlimited Tax General Obligation Bonds                6.0%     6/1/2012    2,107,900
   2,500,000  Washington State, Various Purpose General Obligation Bonds             6.25%     6/1/2010    2,707,450
                                                                                                        ------------
                                                                                                          39,769,071
                                                                                                        ------------

Wisconsin - 0.7%
   4,315,000  State of Wisconsin, Clean Water Revenue Bonds, 1995 Series 1            5.8%     6/1/2015    4,334,978
                                                                                                        ------------

Wyoming - 0.4%
   2,500,000  State of Wyoming, Farm Loan Board, Capital Facilities 
              Revenue Bonds, Series 1994                                              6.1%     4/1/2024    2,570,900
                                                                                                        ------------
Total Long-Term Municipal Securities (cost $557,525,947)                                                 598,016,533
                                                                                                        ------------

SHORT-TERM MUNICIPAL SECURITIES - 0.001% (a)
     100,000  Illinois Development Finance Authority, (Amoco Oil Company
              Project), Pollution Control Revenue Refunding Bonds, 
              Series 1994                                                            3.55%    11/1/1996      100,000
     100,000  Sublette County, Wyoming, Pollution Control Revenue Bonds,
              (Exxon Project), Series 1984                                           3.55%    11/1/1996      100,000
                                                                                                        ------------
Total Short-Term Municipal Securities (at amortized cost)                                                    200,000
                                                                                                        ------------
Total Investments (cost $557,725,947)                                                                   $598,216,533
                                                                                                        ============

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) 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 securities 
    for purposes of portfolio diversification requirements.  

(c) Denotes variable rate obligations for which the current yield and next scheduled interest reset date are shown.

(d) Denotes investments purchased on a when-issued basis.

(e) At October 31, 1996, the aggregate cost of securities for federal income tax purposes was $557,755,830 
    and the net unrealized appreciation of investments based on that cost was $40,460,703 which is comprised 
    of $41,226,459 aggregate gross unrealized appreciation and $765,756 aggregate gross unrealized depreciation.

(f) Miscellaneous abbreviations:

AMBAC- AMBAC Indemnity Corp.
Connie Lee- Connie Lee Insurance Co.
FGIC- Financial Guaranty Insurance Co.
FHA- Federal Housing Administration
FSA- Federal Security Assurance, Inc.
MBIA- Municipal Bond Investors Assurance Corp.

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

</TABLE>



<TABLE>
<CAPTION>
LUTHERAN BROTHERHOOD MONEY MARKET FUND
Portfolio of Investments
October 31, 1996

 Principal                                                                                Maturity
  Amount                                                                         Rate       Date          Value
- -----------                                                                     ------    ----------    ------------
<S>                                                                             <C>      <C>           <C>
BANK NOTES - 1.7% (a)
$  5,000,000  First National Bank of Chicago                                     5.43%    11/25/1996    $  4,999,765
   2,000,000  NBD Bank, N.A., Detroit                                            6.40%     6/13/1997       2,009,098
                                                                                                        ------------
Total Bank Notes                                                                                           7,008,863
                                                                                                        ------------
BANKER'S ACCEPTANCES -  5.5% (a)
   3,000,000  Bankers Trust Co., N.A.- New York                                  5.60%     3/24/1997       2,933,267
   5,000,000  Bankers Trust Co., N.A.- New York                                  5.41%     11/4/1996       4,997,746
   3,000,000  Bankers Trust Co., N.A.- New York                                  5.48%      3/4/1997       2,943,830
   2,000,000  First Bank, N.A., Minneapolis                                      5.55%     3/14/1997       1,958,992
   5,000,000  First Bank, N.A., Minneapolis                                      5.30%    11/12/1996       4,991,903
   5,000,000  Nationsbank, N.A. (South)                                          5.38%     11/1/1996       5,000,000
                                                                                                        ------------
Total Bankers Acceptances                                                                                 22,825,738
                                                                                                        ------------

COMMERCIAL PAPER - 72.7% (a)
Agriculture - 0.5%
   2,000,000  Canadian Wheat Board (Guaranteed Government of Canada)         5.62%      3/13/1997          1,958,787
                                                                                                        ------------

Banking-Domestic - 2.4%
   5,000,000  Allegheny University Hospitals, (PNC Bank, N.A., Direct Pay 
              Letter of Credit)                                                   5.28%    12/17/1996      4,966,267
   5,000,000  Hyundai Motor Finance Co., (Bank of America NT&SA, 
              Direct Pay Letter of Credit)                                        5.34%     1/21/1997      4,939,925
                                                                                                        ------------
                                                                                                           9,906,192
                                                                                                        ------------

Banking-Foreign - 9.3%
   5,000,000  Comision Federal de Electricidad, Series A,
              (Westdeutsche Landesbank Girozentrale, 
              Direct Pay Letter of Credit)                                        5.28%     12/3/1996      4,976,533
   5,000,000  Comision Federal de Electricidad, Series A,
              (Westdeutsche Landesbank Girozentrale, Direct Pay 
              Letter of Credit)                                                   5.33%     12/6/1996      4,974,090
   4,000,000  Finance One Funding Corp., (Credit Suisse, Direct Pay 
              Letter of Credit)                                                   5.37%     4/17/1997      3,900,357
   5,000,000  Finance One Funding Corp., (Credit Suisse, Direct Pay 
              Letter of Credit)                                                   5.38%     11/8/1996      4,994,769
   5,000,000  Finance One Funding Corp., (Credit Suisse, Direct Pay 
              Letter of Credit)                                                   5.31%    11/21/1996      4,985,250
   5,000,000  Fletcher Challenge Finance USA, Inc., (Credit Suisse, 
              Direct Pay Letter of Credit)                                        5.33%    11/20/1996      4,985,935
   5,000,000  Fletcher Challenge Finance USA, Inc., (National Westminster 
              Bank plc, Direct Pay Letter of Credit)                              5.25%    12/27/1996      4,959,167
   5,000,000  U.S. Prime Property, Inc., (ABN AMRO Bank N.V., Direct 
              Pay Letter of Credit)                                               5.52%    12/12/1996      4,968,567
                                                                                                        ------------
                                                                                                          38,744,668
                                                                                                        ------------

Computer & Office Equipment - 1.2%
   5,000,000  Electronic Data Systems Corp.                                       5.35%    11/19/1996      4,986,625
                                                                                                        ------------

Cosmetics & Toiletries - 3.4%
   14,300,000  Gillette Co.                                                       5.62%     11/1/1996     14,300,000
                                                                                                        ------------

Education - 4.1%
    1,470,000  Leland H. Stanford Junior University                               5.32%     11/4/1996      1,469,348
    5,000,000  Leland H. Stanford Junior University                               5.55%     1/14/1997      4,942,958
    5,000,000  Yale University                                                    5.30%    11/26/1996      4,981,597
    5,895,000  Yale University                                                    5.32%     1/13/1997      5,831,406
                                                                                                        ------------
                                                                                                          17,225,309
                                                                                                        ------------

Finance-Automotive - 7.9%
   4,500,000  Ford Motor Credit Co.                                               5.47%    11/14/1996      4,491,111
   5,000,000  Ford Motor Credit Co.                                               5.25%    12/30/1996      4,956,979
   5,000,000  Ford Motor Credit Co.                                               5.44%     11/5/1996      4,996,978
   5,000,000  General Motors Acceptance Corp.                                     5.59%     3/11/1997      4,899,069
   4,000,000  General Motors Acceptance Corp.                                     5.42%     11/8/1996      3,995,784
   5,000,000  General Motors Acceptance Corp.                                     5.46%     2/20/1997      4,915,825
   5,000,000  General Motors Acceptance Corp.                                     5.46%    12/23/1996      4,960,567
                                                                                                        ------------
                                                                                                          33,216,313
                                                                                                        ------------

Finance-Commercial - 6.9%
   5,000,000  C.I.T. Group Holdings, Inc.                                         5.38%     12/2/1996      4,976,836
   5,000,000  C.I.T. Group Holdings, Inc.                                         5.40%    11/15/1996      4,989,500
   5,000,000  General Electric Capital Corp.                                      5.35%     6/30/1997      4,820,924
   5,000,000  General Electric Capital Corp.                                      5.32%    11/12/1996      4,991,872
   5,000,000  General Electric Capital Corp.                                      5.47%    12/30/1996      4,955,176
   4,000,000  General Electric Capital Corp.                                      5.60%     11/1/1996      4,000,000
                                                                                                        ------------
                                                                                                          28,734,308
                                                                                                        ------------

Finance-Consumer - 9.3%
   5,000,000  Associates Corp. of North America                                   5.32%     11/6/1996      4,996,305
   5,000,000  Associates Corp. of North America                                   5.32%     12/9/1996      4,971,922
   4,000,000  Associates Corp. of North America                                   5.31%    12/27/1996      3,966,960
   5,000,000  AVCO Financial Services, Inc.                                       5.30%     2/24/1997      4,915,347
   5,000,000  AVCO Financial Services, Inc.                                       5.31%    11/18/1996      4,987,463
   5,000,000  Beneficial Corp.                                                    5.40%    12/16/1996      4,966,250
   5,000,000  Beneficial Corp.                                                    5.31%    11/27/1996      4,980,825
   5,000,000  Beneficial Corp.                                                    5.30%    11/13/1996      4,991,167
                                                                                                        ------------
                                                                                                          38,776,239
                                                                                                        ------------

Finance-Retail - 3.6%
   5,000,000  Sears Roebuck Acceptance Corp.                                      5.31%     12/3/1996      4,976,400
   5,000,000  Sears Roebuck Acceptance Corp.                                      5.40%     1/27/1997      4,934,750
   5,000,000  Sears Roebuck Acceptance Corp.                                      5.47%    11/21/1996      4,984,806
                                                                                                        ------------
                                                                                                          14,895,956
                                                                                                        ------------

Finance-Structured - 3.5%
   5,000,000  Enterprise Funding Corp.                                            5.28%    12/10/1996      4,971,400
   5,000,000  Enterprise Funding Corp.                                            5.32%     12/6/1996      4,974,139
   5,000,000  Preferred Receivables Funding Corp.                                 5.34%     4/22/1997      4,872,433
                                                                                                        ------------
                                                                                                          14,817,972
                                                                                                        ------------

Financial Services - 4.9%
   5,000,000  American Express Credit Corp.                                       5.26%    12/26/1996      4,959,819
   5,000,000  American Express Credit Corp.                                       5.26%    12/11/1996      4,970,778
   4,000,000  USAA Capital Corp.                                                  5.31%    12/16/1996      3,973,450
   4,703,000  USAA Capital Corp.                                                  5.60%     11/1/1996      4,703,000
   1,800,000  USAA Capital Corp.                                                  5.52%      1/9/1997      1,780,956
                                                                                                        ------------
                                                                                                          20,388,003
                                                                                                        ------------

Food & Beverage - 4.5%
   5,000,000  Cargill, Inc.                                                       5.40%    11/12/1996      4,991,750
   5,000,000  CPC International, Inc.                                             5.50%    12/20/1996      4,962,569
   2,992,000  CPC International, Inc.                                             5.33%     2/14/1997      2,945,487
   6,000,000  CPC International, Inc.                                             5.31%    11/21/1996      5,982,300
                                                                                                        ------------
                                                                                                          18,882,106
                                                                                                        ------------

Household Products - 1.2%
   5,000,000  Colgate-Palmolive Co.                                               5.30%     11/8/1996      4,994,847
                                                                                                        ------------

Industrial - 3.7%
   5,000,000  Chevron Transport Corp., (Guaranteed Chevron Corp.)                 5.45%     2/10/1997      4,923,549
   5,000,000  Chevron Transport Corp., (Guaranteed Chevron Corp.)                 5.27%     12/9/1996      4,972,186
   1,003,000  Du Pont (E.I.) de Nemours and Co.                                   5.30%    11/18/1996      1,000,490
   3,365,000  Great Lakes Chemical Corp.                                          5.24%    11/15/1996      3,358,143
   1,100,000  Monsanto Co.                                                        5.38%    12/16/1996      1,092,603
                                                                                                        ------------
                                                                                                          15,346,971
                                                                                                        ------------

Insurance - 2.3%
   5,000,000  A.I.G. Funding, Inc.                                                5.35%     7/21/1997      4,805,319
   5,000,000  Prudential Funding Corp.                                            5.33%     11/7/1996      4,995,558
                                                                                                        ------------
                                                                                                           9,800,877
                                                                                                        ------------

Soverign/Foreign Government - 4.0%
   5,000,000  Kingdom Of Sweden                                                   5.33%      2/3/1997      4,930,414
   2,000,000  Kingdom Of Sweden                                                   5.52%      2/3/1997      1,971,173
   5,000,000  Kingdom Of Sweden                                                   5.37%     6/27/1997      4,822,492
   5,000,000  Kingdom Of Sweden                                                   5.35%     3/27/1997      4,891,514
                                                                                                        ------------
                                                                                                          16,615,593
                                                                                                        ------------
Total Commercial Paper                                                                                   303,590,766
                                                                                                        ------------

CERTIFICATES OF DEPOSIT - 4.8% (a)
Euro Dollar -  3.6%
   5,000,000  ABN AMRO Bank, N.V.                                                5.81%       3/5/1997      5,000,167
   5,000,000  Morgan Guaranty Trust Co., New York                                5.73%      8/12/1997      5,001,841
   5,000,000  National Westminster Bank plc                                      5.34%     12/31/1996      5,000,082
                                                                                                        ------------
                                                                                                          15,002,090
                                                                                                        ------------
Yankee Dollar - 1.2%
   5,000,000  Canadian Imperial Bank of Commerce                                 5.30%      12/6/1996      5,000,048
                                                                                                        ------------
Total Certificates of Deposit                                                                             20,002,138
                                                                                                        ------------

MEDIUM TERM NOTE - 0.5% (a)
   2,000,000  Du Pont (E.I.) de Nemours and Co., Medium Term Note                7.00%      4/16/1997      2,010,317
                                                                                                        ------------

ADJUSTABLE RATE NOTES - 14.8% (a,b)
  11,000,000  Federal Home Loan Bank, Consolidated Bonds                         5.21%    11/25/1996      10,995,228
  10,000,000  Federal National Mortgage Association, Medium Term Note            5.31%     11/1/1996       9,997,550
   8,000,000  First Bank, N.A., Minneapolis, Bank Note                           5.28%    11/20/1996       7,995,462
   5,000,000  Illinois Student Assistance Commission,
              (Bank of America, Illinois, Direct Pay Letter of Credit)           5.42%     11/7/1996       5,000,000
  10,000,000  Illinois Student Assistance Commission,
              (Student Loan Market Association, Direct Pay Letter of Credit)     5.36%     11/7/1996      10,000,000
  10,000,000  International Business Machines Corp.                              5.50%    12/20/1996       9,994,715
   8,000,000  PNC Bank, N.A., Pittsburgh, Medium Term Bank Note                  5.33%     11/2/1996       7,994,765
                                                                                                        ------------
Total Adjustable Rate Notes                                                                               61,977,720
                                                                                                        ------------
Total Investments (at amortized cost)                                                                   $417,415,542(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, 1996

<S>                                                                 <C>
ASSETS:
Investments in securities, at value
(cost, $249,579,632)                                                  $264,487,050
Receivable for investment securities sold                                4,590,145
Interest receivable                                                         30,000
Unamortized organization costs                                              11,772
                                                                      ------------
Total assets                                                           269,118,967
                                                                      ------------
LIABILITIES:
Payable for investment securities purchased                              3,119,496
Accrued expenses                                                           162,131
                                                                      ------------
Total liabilities                                                        3,281,627
                                                                      ------------
NET ASSETS                                                            $265,837,340
                                                                      ============

NET ASSETS CONSIST OF:
Trust capital (19,514,660 shares of beneficial
interest outstanding)                                                 $221,531,118
Accumulated net investment loss                                               (710)
Accumulated net realized gain from sale
of investments                                                          29,399,514
Unrealized net appreciation of investments                              14,907,418
                                                                      ------------
NET ASSETS                                                            $265,837,340
                                                                      ============

Net asset value and redemption price per share
($265,837,340 (divided by) 19,514,660 shares of beneficial
interest outstanding)                                                       $13.62
                                                                            ======

Maximum public offering price per share
($13.62 (divided by) 0.95 for a 5% sales charge)                            $14.34
                                                                            ======
</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                      <C>
INVESTMENT INCOME:
Income --
Dividend income                                                            $40,287
Interest income                                                            769,842
                                                                      ------------
Total income                                                               810,129
                                                                      ------------
Expenses --
Investment advisory fee                                                  1,563,341
Transfer agent services                                                    865,339
Custodian fee                                                              116,415
Administrative personnel and services                                       51,379
Printing and postage                                                       180,757
Trust share registration costs                                              71,948
Auditing fees                                                               10,749
Legal fees                                                                   2,295
Trustees' fees                                                               6,954
Amortization of organization costs                                           9,882
Miscellaneous                                                                7,219
                                                                      ------------
Total expenses                                                           2,886,278
                                                                      ------------
Net investment loss                                                     (2,076,149)
                                                                      ------------
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain on investment transactions                            33,100,151
Net realized loss on closed or expired option
contracts written                                                          (52,746)
                                                                      ------------
Net realized gain on investments                                        33,047,405
Net change in unrealized appreciation
of investments                                                           6,165,586
                                                                      ------------
Net gain on investments                                                 39,212,991
                                                                      ------------
Net increase in net assets resulting
from operations                                                        $37,136,842
                                                                      ============
</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                           Year                Year
                                                                          Ended               Ended
                                                                         10/31/96            10/31/95
                                                                      ------------        ------------
<S>                                                                   <C>               <C>
OPERATIONS:
Net investment loss                                                    ($2,076,149)        ($1,136,040)
Net realized gain on investments                                        33,047,405          38,531,937
Net change in unrealized appreciation or depreciation
of investments                                                           6,165,586          (4,581,612)
                                                                      ------------        ------------
Net increase in net assets resulting from operations                    37,136,842          32,814,285
                                                                      ------------        ------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net realized gain on investments                                       (33,356,556)                 --
                                                                      ------------        ------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        89,874,940          50,139,416
Reinvested dividend distributions                                       33,057,094                  --
Cost of shares redeemed                                                (26,557,877)        (16,847,223)
                                                                      ------------        ------------
Net increase in net assets from trust share transactions                96,374,157          33,292,193
                                                                      ------------        ------------
Net increase in net assets                                             100,154,443          66,106,478
NET ASSETS:
Beginning of period                                                    165,682,897          99,576,419
                                                                      ------------        ------------
End of period (including accumulated net investment loss of
$710  and undistributed net investment income of
$0, respectively)                                                     $265,837,340        $165,682,897
                                                                      ============        ============

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, 1996

<S>                                                                   <C>
ASSETS:
Investments in securities, at value
(cost, $49,958,793)                                                    $52,728,898
Cash (including foreign currency
holdings of $98,725)                                                       103,989
Receivable for investment securities sold                                   15,702
Dividend receivable                                                        134,033
Unamortized organization costs                                              39,136
                                                                      ------------
Total assets                                                            53,021,758
                                                                      ------------
LIABILITIES:
Payable for investment securities purchased                                 28,688
Accrued expenses                                                            56,446
                                                                      ------------
Total liabilities                                                           85,134
                                                                      ------------
NET ASSETS                                                             $52,936,624
                                                                      ============

NET ASSETS CONSIST OF:
Trust capital (5,585,092 shares of beneficial
interest outstanding)                                                  $49,737,481
Undistributed net investment income                                        255,036
Accumulated net realized gain from sale
of investments and foreign
currency transactions                                                      172,815
Unrealized net appreciation of investments and
on translation of assets and liabilities in
foreign currencies                                                       2,771,292
                                                                      ------------
NET ASSETS                                                             $52,936,624
                                                                      ============

Net asset value and redemption price per share
($52,936,624 (divided by) 5,585,092 shares of beneficial
interest outstanding)                                                        $9.48
                                                                            ======

Maximum public offering price per share
($9.48 (divided by) 0.95 for a 5% sales charge)                              $9.98
                                                                            ======

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                     <C>
INVESTMENT INCOME:
Income --
Dividend income (net of foreign taxes of $110,565)                        $758,473
Interest income                                                            190,667
                                                                      ------------
Total income                                                               949,140
                                                                      ------------
Expenses --
Investment advisory fee                                                    392,419
Transfer agent services                                                    169,451
Custodian fee                                                               71,731
Administrative personnel and services                                        8,217
Printing and postage                                                        39,062
Trust share registration costs                                              62,275
Auditing fees                                                                7,999
Legal fees                                                                     314
Trustees' fees                                                               6,954
Amortization of organization costs                                           9,800
Miscellaneous                                                                4,320
                                                                      ------------
Total expenses before expense reimbursement                                772,542
Expense reimbursement from
investment advisor                                                         (66,807)
                                                                      ------------
Net expenses                                                               705,735
                                                                      ------------
Net investment income                                                      243,405
                                                                      ------------
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain on investment transactions                               234,914
Net realized loss on foreign currency transactions                         (30,478)
                                                                      ------------
Net realized gain on investments and
foreign currency transactions                                              204,436
                                                                      ------------
Net change in unrealized appreciation of investments                     2,903,821
Net change in unrealized depreciation on translation
of assets and liabilities in foreign currencies                              2,498
                                                                      ------------
Net change in unrealized appreciation of investments
and on translation of assets and liabilities in
foreign currencies                                                       2,906,319
                                                                      ------------
Net gain on investments and foreign currency                             3,110,755
                                                                      ------------
Net increase in net assets resulting
from operations                                                         $3,354,160
                                                                      ============
</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Year Ended October 31, 1996 and Period Ended October 31, 1995
                                                                                     For the period from
                                                                           Year       September 5, 1996
                                                                          Ended      (effective date) to
                                                                         10/31/96     October 31, 1996
                                                                      ------------        ------------
<S>                                                                     <C>                   <C>
OPERATIONS:
Net investment income                                                     $243,405             $22,819
Net realized gain (loss) on investments
and foreign currency transactions                                          204,436              (5,560)
Net change in unrealized appreciation or depreciation of
investments and on translation of assets and liabilities
in foreign currencies                                                    2,906,319            (135,027)
                                                                      ------------        ------------
Net change in net assets resulting from operations                       3,354,160            (117,768)
                                                                      ------------        ------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                      (37,674)                 --
                                                                      ------------        ------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        39,161,715          14,107,250
Reinvested dividend distributions                                           26,205                  --
Cost of shares redeemed                                                 (3,535,813)            (21,451)
                                                                      ------------        ------------
Net increase in net assets from trust share transactions                35,652,107          14,085,799
                                                                      ------------        ------------
Net increase in net assets                                              38,968,593          13,968,031
NET ASSETS:
Beginning of period                                                     13,968,031                  --
                                                                      ------------        ------------
End of period (including undistributed net investment
income of $255,036 and $18,920, respectively)                          $52,936,624         $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, 1996
    
<S>                                                                   <C>
ASSETS:
Investments in securities, at value
(cost, $659,467,697)                                                  $790,225,072
Cash                                                                        28,462
Receivable for investment securities sold                                  983,048
Dividend and interest receivable                                         1,213,685
                                                                      ------------
Total assets                                                           792,450,267
                                                                      ------------
LIABILITIES:
Payable for investment securities purchased                             23,364,048
Accrued expenses                                                           244,101
                                                                      ------------
Total liabilities                                                       23,608,149
                                                                      ------------
NET ASSETS                                                            $768,842,118
                                                                      ============

NET ASSETS CONSIST OF:
Trust capital (33,321,831 shares of
beneficial interest outstanding)                                      $579,044,548
Undistributed net investment income                                        665,723
Accumulated net realized gain from sale
of investments                                                          58,374,472
Unrealized net appreciation of investments                             130,757,375
                                                                      ------------
NET ASSETS                                                            $768,842,118
                                                                      ============

Net asset value and redemption price per share
($768,842,118 (divided by) 33,321,831 shares of
beneficial interest outstanding)                                            $23.07
                                                                            ======

Maximum public offering price per share
($23.07 (divided by) 0.95 for a 5% sales charge)                            $24.28
                                                                            ======

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                   <C>
INVESTMENT INCOME:
Income --
Dividend income                                                        $11,994,640
Interest income                                                          1,588,444
                                                                      ------------
Total income                                                            13,583,084
                                                                      ------------
Expenses --
Investment advisory fee                                                  4,529,474
Transfer agent services                                                  1,610,381
Custodian fee                                                              158,702
Administrative personnel and services                                      163,270
Printing and postage                                                       326,528
Trust share registration costs                                              55,581
Auditing fees                                                               24,750
Legal fees                                                                   8,077
Trustees' fees                                                              14,954
Miscellaneous                                                               19,278
                                                                      ------------
Total expenses                                                           6,910,995
                                                                      ------------
Net investment income                                                    6,672,089
                                                                      ------------
REALIZED AND UNREALIZED GAIN
ON INVESTMENTS:
Net realized gain on investment transactions                            62,729,282
Net change in unrealized appreciation
of investments                                                          45,131,419
                                                                      ------------
Net gain on investments                                                107,860,701
                                                                      ------------
Net increase in net assets resulting
from operations                                                       $114,532,790
                                                                      ============

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                              Year                Year
                                                                             Ended               Ended
                                                                           10/31/96            10/31/95
                                                                       ------------        ------------
<S>                                                                    <C>                 <C>
OPERATIONS:
Net investment income                                                   $6,672,089          $6,673,188
Net realized gain on investments                                        62,729,282          46,207,184
Net change in unrealized appreciation or depreciation
of investments                                                          45,131,419          61,523,937
                                                                      ------------        ------------
Net increase in net assets resulting from operations                   114,532,790         114,404,309
                                                                      ------------        ------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                   (6,494,190)         (6,749,604)
Net realized gain on investments                                       (44,162,422)            (88,151)
                                                                      ------------        ------------
Total distributions                                                    (50,656,612)         (6,837,755)
                                                                      ------------        ------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        84,069,262          51,345,084
Reinvested dividend distributions                                       49,537,622           6,678,353
Cost of shares redeemed                                                (74,142,527)        (68,673,955)
                                                                      ------------        ------------
Net change in net assets from trust share transactions                  59,464,357         (10,650,518)
                                                                      ------------        ------------
Net increase in net assets                                             123,340,535          96,916,036
NET ASSETS:
Beginning of period                                                    645,501,583         548,585,547
                                                                      ------------        ------------
End of period (including undistributed net investment
income of $665,723 and $487,824, respectively)                        $768,842,118        $645,501,583
                                                                      ============        ============

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, 1996

<S>                                                                 <C>
ASSETS:
Investments in securities, at value
(cost, $690,482,747)                                                  $692,638,766
Cash                                                                     8,129,093
Receivable for investment securities sold                               11,969,810
Interest and dividend receivable                                        10,275,511
                                                                      ------------
Total assets                                                           723,013,180
                                                                      ------------
LIABILITIES:
Payable for investment securities purchased                             19,666,864
Accrued expenses                                                           199,380
                                                                      ------------
Total liabilities                                                       19,866,244
                                                                      ------------
NET ASSETS                                                            $703,146,936
                                                                      ============

NET ASSETS CONSIST OF:
Trust capital (76,324,492 shares of
beneficial interest outstanding)                                      $696,160,822
Undistributed net investment income                                      3,312,734
Accumulated net realized gain from sale
of investments                                                           1,517,361
Unrealized net appreciation of investments                               2,156,019
                                                                      ------------
NET ASSETS                                                            $703,146,936
                                                                      ============

Net asset value and redemption price per share
($703,146,936 (divided by) 76,324,492 shares of
beneficial interest outstanding)                                             $9.21
                                                                            ======

Maximum public offering price per share
($9.21 (divided by) 0.95 for a 5% sales charge)                              $9.69
                                                                            ======

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                   <C>
INVESTMENT INCOME:
Income --
Interest income                                                        $59,532,426
Dividend income                                                          6,377,038
                                                                      ------------
Total income                                                            65,909,464
                                                                      ------------
Expenses --
Investment advisory fee                                                  4,150,072
Transfer agent services                                                  1,061,296
Custodian fee                                                              177,678
Administrative personnel and services                                      148,767
Printing and postage                                                       232,406
Trust share registration costs                                              88,270
Auditing fees                                                               22,751
Legal fees                                                                  18,790
Trustees' fees                                                              14,954
Miscellaneous                                                               18,332
                                                                      ------------
Total expenses                                                           5,933,316
                                                                      ------------
Net investment income                                                   59,976,148
                                                                      ------------
REALIZED AND UNREALIZED GAIN
(LOSS) ON INVESTMENTS:
Net realized gain on investment transactions                            16,240,947
Net change in unrealized appreciation of investments                   ($5,314,640)
                                                                      ------------
Net gain on investments                                                 10,926,307
                                                                      ------------
Net increase in net assets resulting
from operations                                                        $70,902,455
                                                                      ============

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                           Year                Year
                                                                          Ended               Ended
                                                                         10/31/96            10/31/95
                                                                      ------------        ------------
<S>                                                                   <C>                 <C>
OPERATIONS:
Net investment income                                                  $59,976,148         $51,789,230
Net realized gain (loss) on investment transactions                     16,240,947         (14,450,136)
Net change in unrealized appreciation or depreciation
of investments                                                          (5,314,640)         30,065,533
                                                                      ------------        ------------
Net increase in net assets resulting from operations                    70,902,455          67,404,627
                                                                      ------------        ------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (58,709,581)        (52,185,840)
Net realized gain on investments                                                --          (3,034,747)
                                                                      ------------        ------------
Total distributions                                                    (58,709,581)        (55,220,587)
                                                                      ------------        ------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                       145,880,542         117,628,453
Reinvested dividend distributions                                       40,091,272          37,541,814
Cost of shares redeemed                                                (89,354,662)        (72,649,892)
                                                                      ------------        ------------
Net increase in net assets from trust share transactions                96,617,152          82,520,375
                                                                      ------------        ------------
Net increase in net assets                                             108,810,026          94,704,415
NET ASSETS:
Beginning of period                                                    594,336,910         499,632,495
                                                                      ------------        ------------
End of period (including undistributed net investment
income of $3,312,734 and $2,046,167, respectively)                    $703,146,936        $594,336,910
                                                                      ============        ============

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, 1996

<S>                                                                  <C>
ASSETS:
Investments in securities, at value
(cost, $845,363,457)                                                  $850,260,641
Cash                                                                        56,739
Receivable for investment securities sold                              106,190,523
Interest receivable                                                     13,625,927
                                                                     -------------
Total assets                                                           970,133,830
                                                                     -------------
LIABILITIES:
Open options written, at value
(premium received $142,648)                                                337,500
Payable for investment securities purchased                             98,623,328
Accrued expenses                                                           196,964
                                                                     -------------
Total liabilities                                                       99,157,792
                                                                     -------------
NET ASSETS                                                            $870,976,038
                                                                     =============

NET ASSETS CONSIST OF:
Trust capital (102,485,380 shares of
beneficial interest outstanding)                                      $913,896,451
Undistributed net investment income                                      1,510,653
Accumulated net realized loss from sale
of investments                                                         (49,133,398)
Unrealized net appreciation of investments                               4,702,332
                                                                     -------------
NET ASSETS                                                            $870,976,038
                                                                     =============

Net asset value and redemption price per share
($870,976,038 (divided by) 102,485,380 shares of
beneficial interest outstanding)                                             $8.50
                                                                            ======

Maximum public offering price per share
($8.50 (divided by) 0.95 for a 5% sales charge)                              $8.95
                                                                            ======

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                   <C>
INVESTMENT INCOME:
Income --
Interest income                                                        $67,398,115
                                                                     -------------
Expenses ---
Investment advisory fee                                                  5,330,930
Transfer agent services                                                  1,382,275
Custodian fee                                                              187,692
Administrative personnel and services                                      207,659
Printing and postage                                                       302,951
Trust share registration costs                                              37,216
Auditing fees                                                               24,750
Legal fees                                                                  10,805
Trustees' fees                                                              14,954
Miscellaneous                                                               27,457
                                                                     -------------
Total expenses                                                           7,526,689
                                                                     -------------
Net investment income                                                   59,871,426
                                                                     -------------
REALIZED AND UNREALIZED GAIN
 (LOSS) ON INVESTMENTS:
Net realized loss on investment transactions                            (9,128,265)
Net realized gain on closed or expired
option contracts written                                                   202,012
Net realized gain on closed futures contracts                               71,517
                                                                     -------------
Net realized loss on investments                                        (8,854,736)
Net change in unrealized appreciation
of investments                                                         (11,610,324)
                                                                     -------------
Net loss on investments                                                (20,465,060)
                                                                     -------------
Net increase in net assets resulting
from operations                                                        $39,406,366
                                                                     =============

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                          Year                Year
                                                                          Ended               Ended
                                                                         10/31/96            10/31/95
                                                                     -------------        ------------
<S>                                                                   <C>                 <C>
OPERATIONS:
Net investment income                                                  $59,871,426         $64,659,606
Net realized gain (loss) on investment transactions                     (8,854,736)          9,256,703
Net change in unrealized appreciation or depreciation
of investments                                                         (11,610,324)         66,244,804
                                                                     -------------       -------------
Net increase in net assets resulting from operations                    39,406,366         140,161,113
                                                                     -------------       -------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (63,354,789)        (62,451,862)
                                                                     -------------       -------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        55,392,852          45,763,710
Reinvested dividend distributions                                       47,792,081          46,818,208
Cost of shares redeemed                                               (150,402,163)       (135,320,068)
                                                                     -------------       -------------
Net change in net assets from trust share transactions                 (47,217,230)        (42,738,150)
                                                                     -------------       -------------
Net change in net assets                                               (71,165,653)         34,971,101
NET ASSETS:
Beginning of period                                                    942,141,691         907,170,590
                                                                     -------------       -------------
End of period (including undistributed net investment
income of $1,510,653 and $4,974,121, respectively)                    $870,976,038        $942,141,691
                                                                      ============        ============

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, 1996

<S>                                                                  <C>
ASSETS:
Investments in securities, at value
( cost, $557,725,947)                                                 $598,216,533
Cash                                                                        69,481
Receivable for investment securities sold                                5,966,976
Interest receivable                                                     10,136,048
                                                                     -------------
Total assets                                                           614,389,038
                                                                     -------------
LIABILITIES:
Payable for investment securities purchased                              4,823,686
Accrued expenses                                                            93,342
                                                                     -------------
Total liabilities                                                        4,917,028
                                                                     -------------
NET ASSETS                                                            $609,472,010
                                                                     =============

NET ASSETS CONSIST OF:
Trust capital (70,895,680 shares of
beneficial interest outstanding)                                      $575,166,096
Undistributed net investment income                                      1,804,431
Accumulated net realized loss from sale
of investments                                                          (7,989,103)
Unrealized net appreciation of investments                              40,490,586
                                                                     -------------
NET ASSETS                                                            $609,472,010
                                                                     =============

Net asset value and redemption price per share
($609,472,010 (divided by) 70,895,680 shares of
beneficial interest outstanding)                                             $8.60
                                                                            ======

Maximum public offering price per share
($8.60 (divided by) 0.95 for a 5% sales charge)                              $9.05
                                                                            ======


</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
Year Ended October 31, 1996

<S>                                                                   <C>
INVESTMENT INCOME:
Income --
Interest income                                                        $36,467,722
                                                                     -------------
Expenses --
Investment advisory fee                                                  3,551,045
Transfer agent services                                                    516,423
Custodian fee                                                              154,182
Administrative personnel and services                                      142,190
Printing and postage                                                       123,796
Trust share registration costs                                              36,886
Auditing fees                                                               24,750
Legal fees                                                                   7,337
Trustees' fees                                                              14,954
Miscellaneous                                                               19,997
                                                                     -------------
Total expenses                                                           4,591,560
                                                                     -------------
Net investment income                                                   31,876,162
                                                                     -------------
REALIZED AND UNREALIZED GAIN
(LOSS) ON INVESTMENTS:
Net realized gain on investment transactions                               525,779
Net realized loss on closed futures contracts                             (423,337)
                                                                     -------------
Net realized gain on investments                                           102,442
Net change in unrealized appreciation
of investments                                                            (358,129)
                                                                     -------------
Net loss on investments                                                   (255,687)
                                                                     -------------
Net increase in net assets resulting
from operations                                                        $31,620,475
                                                                     =============

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                              Year                Year
                                                                             Ended               Ended
                                                                          10/31/96            10/31/95
                                                                     -------------       -------------
<S>                                                                   <C>                  <C>
OPERATIONS:
Net investment income                                                  $31,876,162         $33,203,173
Net realized gain (loss) on investment transactions                        102,442            (338,306)
Net change in unrealized appreciation or depreciation
of investments                                                            (358,129)         52,104,109
                                                                     -------------       -------------
Net increase in net assets resulting from operations                    31,620,475          84,968,976
                                                                     -------------       -------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (30,660,042)        (33,124,129)
                                                                     -------------       -------------
TRUST SHARE TRANSACTIONS:
Net proceeds from sale of shares                                        41,275,499          39,483,970
Reinvested dividend distributions                                       23,551,470          25,171,137
Cost of shares redeemed                                                (85,013,361)        (82,987,994)
                                                                     -------------       -------------
Net change in net assets from trust share transactions                 (20,186,392)        (18,332,887)
                                                                     -------------       -------------
Net change in net assets                                               (19,225,959)         33,511,960
NET ASSETS:
Beginning of period                                                    628,697,969         595,186,009
                                                                     -------------       -------------
End of period (including undistributed net investment
income of $1,804,431 and $553,971, respectively)                      $609,472,010        $628,697,969
                                                                      ============        ============

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

</TABLE>



<TABLE>

Lutheran Brotherhood Money Market Fund
Financial Statements

Statement of Assets and Liabilities
October 31, 1996

<S>                                                                 <C>
ASSETS:
Investments in securities, at amortized
cost and value                                                        $417,415,542
Cash                                                                     1,910,929
Interest receivable                                                        595,029
                                                                     -------------
Total assets                                                           419,921,500
                                                                     -------------
LIABILITIES:
Payable for investment securities purchased                              2,046,786
Dividends payable                                                           42,954
Accrued expenses                                                           223,171
                                                                     -------------
Total liabilities                                                        2,312,911
                                                                     -------------
NET ASSETS                                                            $417,608,589
                                                                     =============

NET ASSETS CONSIST OF:
Trust capital (417,608,589 shares of
 beneficial interest outstanding)                                     $417,608,589
                                                                     =============

Net asset value, offering price and redemption
 price per share ($417,608,589 (divided by) 417,608,589
shares of beneficial interest outstanding)                                   $1.00
                                                                            ======


Statement of Operations
Year Ended October 31, 1996

<S>                                                                   <C>
INVESTMENT INCOME:
Income --
Interest income                                                        $21,295,851
                                                                     -------------
Expenses --
Investment advisory fee                                                  1,922,505
Transfer agent services                                                  1,239,592
Custodian fee                                                              348,761
Administrative personnel and services                                       87,973
Printing and postage                                                       388,764
Trust share registration costs                                              95,460
Auditing fees                                                               12,749
Legal fees                                                                   4,330
Trustees' fees                                                               8,961
Miscellaneous                                                               11,817
                                                                     -------------
Total expenses before expense reimbursement                              4,120,912
Expense reimbursement from
investment advisor                                                        (246,901)
                                                                     -------------
Net expenses                                                             3,874,011
                                                                     -------------
Net investment income                                                  $17,421,840
                                                                      ============

</TABLE>



<TABLE>
<CAPTION>

Statement of Changes in Net Assets
Years Ended October 31, 1996 and 1995
                                                                              Year                Year
                                                                             Ended               Ended
                                                                          10/31/96            10/31/95
                                                                     -------------       -------------
<S>                                                                    <C>               <C>
OPERATIONS:
Net investment income                                                  $17,421,840         $14,921,673
                                                                     -------------       -------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
Net investment income                                                  (17,421,840)        (14,921,673)
                                                                     -------------       -------------
TRUST SHARE TRANSACTIONS:
Proceeds from sale of shares                                           692,236,105         547,639,011
Reinvested dividend distributions                                       17,063,037          14,549,671
Cost of shares redeemed                                               (632,774,820)       (497,972,433)
                                                                     -------------       -------------
Net increase in net assets from trust share transactions                76,524,322          64,216,249
                                                                     -------------       -------------
Net increase in net assets                                              76,524,322          64,216,249
NET ASSETS:
Beginning of period                                                    341,084,267         276,868,018
                                                                     -------------       -------------
End of period                                                         $417,608,589        $341,084,267
                                                                     =============       =============

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

</TABLE>



The Lutheran Brotherhood Family of Funds 
Notes to Financial Statements 
October 31, 1996 
 
(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. 
 
(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 to best 
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 Fund, 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 foreign 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. 
 
 
 
The Lutheran Brotherhood Family of Funds 
Notes to Financial Statements (Continued)
October 31, 1996 
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 $705,157 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. 
 
It is the policy of the 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, 1996, accumulated net realized gain 
or loss from the sale of investments was decreased by $3,357,988, $29,959, 
$3,141,889, $19,895, and $34,339, respectively, for the Opportunity Growth, 
World Growth, LB Fund, Income and Municipal Bond Funds; undistributed net 
investment income was increased by $2,075,439, $30,383, $19,895, and $34,339, 
respectively, for the Opportunity Growth, World Growth, Income and Municipal 
Bond Funds; and net increases (decreases) of $1,282,549, ($424) and 
$3,141,889, respectively, for the Opportunity Growth, World 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 a portion of an annual 
sub-advisory fee that is based on the following annual rates of combined 
average daily net assets of the Lutheran Brotherhood World Growth Fund and the 
LB Series Fund, Inc. - World Growth Portfolio: 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 combined 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. 
 
For the year ended October 31, 1996, the advisory fees of the World Growth 
Fund totaled $392,419 of which $66,807 were voluntarily waived by LBRC to 
limit the World Growth Fund's expense ratio to 1.95% of average daily net 
assets. The Money Market Fund advisory fees totaled $1,922,505 of which 
$246,901 were voluntarily waived by LBRC to limit the Money Market Fund's 
expense ratio. LBRC had voluntarily assumed expenses in excess of 1.10% of 
average daily net assets of the Money Market Fund through March 31, 1996. 
Effective April 1, 1996, LBRC voluntarily lowered the expense limit 
prospectively to 0.95% of the Money Market Fund's 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, 1996, Lutheran Brotherhood Securities Corp. 
(LBSC), the Trust's distributor, received sales charges paid by purchasers of 
Fund shares of: Opportunity Growth Fund, $2,272,864; World Growth Fund, 
$857,697; LB Fund, $2,306,035; High Yield Fund, $3,372,402; Income Fund, 
$1,486,518; and Municipal Bond Fund, $988,150. 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, 1996, a new agreement went into effect whereby LBSC will receive an annual 
fee equal to 0.0225% of average daily net assets. LBSC received the following 
compensation for the year ended October 31, 1996: Opportunity Growth Fund, 
$51,379; World Growth Fund, $8,217; LB Fund, $163,270; High Yield Fund, 
$148,767; Income Fund, $207,659; Municipal Bond Fund, $142,190; and Money 
Market Fund, $87,973. In addition, LBSC provides the Funds with transfer agent 
services pursuant to an agreement and received the following compensation: 
Opportunity Growth Fund, $865,339; World Growth Fund, $169,451; LB Fund, 
$1,610,381; High Yield Fund, $1,061,296; Income Fund, $1,382,275; Municipal 
Bond Fund, $516,423; and Money Market Fund, $1,239,592. 
 
The Funds have adopted a trustee fee deferral plan which allows the Trustees 
to defer the receipt of all or a portion of Trustee fees that are payable on 
or after January 1, 1996. The deferred fees remain in the fund and are 
invested within the Lutheran Brotherhood Family of Funds until distribution in 
accordance with the plan. 
 
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, 1996. 
 
(5) Distributions From Capital Gains  
 
During the year ended October 31, 1996, distributions from net realized 
capital gains of $33,356,556, and $44,162,422, were paid by the LB Opportunity 
Growth Fund and the LB Fund, respectively. These distributions related to net 
capital gains realized during the prior fiscal year ended October 31, 1995.  
 
(6) Capital Loss Carryover 
 
During the year ended October 31, 1996, the High Yield Fund fully utilized the 
remaining $14,624,938 of its capital loss carryover, and the Municipal Bond 
Fund utilized $191,020 of its capital loss carryover against net realized 
capital gains. At October 31,1996, the Income and Municipal Bond Funds had 
accumulated net realized capital loss carryovers expiring as follows: 
 
                   Income        Municipal Bond 
Year                Fund             Fund 
- -----         ----------------   -------------- 
2002            $40,056,911        $6,216,650 
2003                     --           134,719 
2004              8,472,280                -- 
              ----------------   -------------- 
Total           $48,529,191        $6,351,369 
              =============      ==============

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 $438,772, $74,997, $224,998, $933,996, $604,205, and 
$1,637,733 existed between net realized capital gains or losses for financial 
statement and tax purposes as of October 31, 1996 for the Opportunity Growth, 
World Growth, LB Fund, LB High Yield Fund, LB Income and Municipal Bond Funds, 
respectively. These differences are due primarily to deferral of capital 
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, 1996. The Opportunity Growth Fund and the LB Fund 
designate $287,685 and $2,292,861, 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, 1996, 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       $434,371              $372,997 
World Growth Fund          38,946                 3,690 
LB Fund                   661,222               633,819 
High Yield                698,280               628,358 
Income                    546,148               570,345 
Municipal Bond            202,986               223,531 
 
Purchases and sales of U.S. Government securities were: 
                                      $(thousands) 
                   ------------------------------------ 
Fund                     Purchases              Sales 
- ------------------------------------------------------- 
LB Fund                  $  2,722              $  4,681 
Income                    714,473               677,416 
 
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. At October 31, 1996, the restricted securities held by the High 
Yield Fund had no market value. 
 

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: 
 
                              Opportunity Growth           Income Fund    
                              -------------------   --------------------  
                              Number of    Premium  Number of   Premium 
                              Contracts    Amount   Contracts   Amount 
                              ----------   -------  ---------   -------- 
Balance at October 31, 1995           --        --         --         -- 
Opened                             1,414 $ 266,398     11,675  $ 631,417 
Closed                            (1,414) (266,398)   (11,075)  (465,983) 
Expired                               --        --       (200)   (22,786) 
Exercised                             --        --         --         -- 
                              ----------  --------   -------- ---------- 
 
Balance at October 31, 1996           --     $  --        400  $ 142,648 
                              ==========  ========   ========  =========


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. 
 
<TABLE>
<CAPTION>

(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: 
 
                                    Opportunity            World                              High
                                         Growth           Growth          LB Fund            Yield
                                   ------------     ------------     ------------     ------------
<S>                                <C>              <C>              <C>              <C>
Shares outstanding at
October 31, 1996                      9,251,022               --       31,038,031       56,392,328
Shares sold                           4,092,712        1,656,709        2,728,955       13,395,549
Shares issued on reinvestment
of dividends and distributions               --               --          354,095        4,301,940
Shares redeemed                      (1,368,095)          (2,513)      (3,657,566)      (8,273,232)
                                   ------------     ------------     ------------     ------------
Shares outstanding at
October 31, 1996                     11,975,639        1,654,196       30,463,515       65,816,585
Shares sold                           6,711,097        4,309,447        3,864,306       15,831,978
Shares issued on reinvestment
of dividends and distributions        2,801,319            2,995        2,392,606        4,373,177
Shares redeemed                      (1,973,395)        (381,546)      (3,398,596)      (9,697,248)
                                   ------------     ------------     ------------     ------------
Shares outstanding at
October 31, 1996                     19,514,660        5,585,092       33,321,831       76,324,492
                                   ============     ============     ============     ============

(9) Shares of Beneficial Interest (Continued)

                                         Income        Municipal            Money
                                           Fund             Bond           Market
                                   ------------     ------------     ------------
<S>                                <C>              <C>            <C>
Shares outstanding at
October 31, 1996                    113,189,726       75,488,401      276,868,018
Shares sold                           5,470,573        4,792,917      547,639,011
Shares issued on reinvestment
of dividends and distributions        5,624,521        3,067,030       14,549,671
Shares redeemed                     (16,216,513)     (10,087,527)    (497,972,433)
                                   ------------     ------------     ------------
Shares outstanding at
October 31, 1996                    108,068,307       73,260,821      341,084,267
Shares sold                           6,482,945        4,807,171      692,236,105
Shares issued on reinvestment
of dividends and distributions        5,621,887         2,755,029      17,063,037
Shares redeemed                     (17,687,759)      (9,927,341)    (632,774,820)
                                   ------------     ------------     ------------
Shares outstanding at
October 31, 1996                    102,485,380       70,895,680      417,608,589
                                   ============     ============     ============
 
 </TABLE>
 
 (10) Financial Highlights 

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

 
<PAGE>
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. 
 



95


                     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. 57 to the registration statement on Form N-1A (the 
"Registration Statement") of our report dated December 9, 1996, relating to 
the financial statements and financial highlights appearing in the October 
31, 1996 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 30, 1996





<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, 1996 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-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          249,580
<INVESTMENTS-AT-VALUE>                         264,487
<RECEIVABLES>                                    4,620
<ASSETS-OTHER>                                      12
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 269,119
<PAYABLE-FOR-SECURITIES>                         3,119
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          163
<TOTAL-LIABILITIES>                              3,282
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       221,531
<SHARES-COMMON-STOCK>                           19,515
<SHARES-COMMON-PRIOR>                           11,976
<ACCUMULATED-NII-CURRENT>                          (1)
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         29,400
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        14,907
<NET-ASSETS>                                   265,837
<DIVIDEND-INCOME>                                   40
<INTEREST-INCOME>                                  770
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   2,886
<NET-INVESTMENT-INCOME>                        (2,076)
<REALIZED-GAINS-CURRENT>                        33,047
<APPREC-INCREASE-CURRENT>                        6,166
<NET-CHANGE-FROM-OPS>                           37,137
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                        33,357
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          6,711
<NUMBER-OF-SHARES-REDEEMED>                      1,973
<SHARES-REINVESTED>                              2,801
<NET-CHANGE-IN-ASSETS>                         100,154
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                       33,067
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            1,563
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  2,886
<AVERAGE-NET-ASSETS>                           225,129
<PER-SHARE-NAV-BEGIN>                            13.83
<PER-SHARE-NII>                                  (0.11)
<PER-SHARE-GAIN-APPREC>                           2.63
<PER-SHARE-DIVIDEND>                              0.00
<PER-SHARE-DISTRIBUTIONS>                         2.73
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              13.62
<EXPENSE-RATIO>                                   1.28
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 2
   <NAME> LUTHERAN BROTHERHOOD FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          659,468
<INVESTMENTS-AT-VALUE>                         790,225
<RECEIVABLES>                                    2,197
<ASSETS-OTHER>                                      28
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 792,450
<PAYABLE-FOR-SECURITIES>                        23,364
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          244
<TOTAL-LIABILITIES>                             23,608
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       579,045
<SHARES-COMMON-STOCK>                           33,322
<SHARES-COMMON-PRIOR>                           30,464
<ACCUMULATED-NII-CURRENT>                          666
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         58,374
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       130,757
<NET-ASSETS>                                   768,842
<DIVIDEND-INCOME>                               11,995
<INTEREST-INCOME>                                1,588
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   6,911
<NET-INVESTMENT-INCOME>                          6,672
<REALIZED-GAINS-CURRENT>                        62,729
<APPREC-INCREASE-CURRENT>                       45,131
<NET-CHANGE-FROM-OPS>                          114,533
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        6,494
<DISTRIBUTIONS-OF-GAINS>                        44,162
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          3,864
<NUMBER-OF-SHARES-REDEEMED>                      3,399
<SHARES-REINVESTED>                              2,393
<NET-CHANGE-IN-ASSETS>                          123,341
<ACCUMULATED-NII-PRIOR>                            488
<ACCUMULATED-GAINS-PRIOR>                       42,950
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            4,529
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  6,911
<AVERAGE-NET-ASSETS>                           713,246
<PER-SHARE-NAV-BEGIN>                            21.19
<PER-SHARE-NII>                                   0.20
<PER-SHARE-GAIN-APPREC>                           3.33
<PER-SHARE-DIVIDEND>                              0.20
<PER-SHARE-DISTRIBUTIONS>                         1.45
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              23.07
<EXPENSE-RATIO>                                   0.97
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 3
   <NAME> LUTHERAN BROTHERHOOD HIGH YIELD FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          690,483
<INVESTMENTS-AT-VALUE>                         692,639
<RECEIVABLES>                                   22,245
<ASSETS-OTHER>                                   8,129
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 723,013
<PAYABLE-FOR-SECURITIES>                        19,667
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          199
<TOTAL-LIABILITIES>                             19,866
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       696,161
<SHARES-COMMON-STOCK>                           76,324
<SHARES-COMMON-PRIOR>                           65,817
<ACCUMULATED-NII-CURRENT>                        3,313
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                          1,517
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         2,156
<NET-ASSETS>                                   703,147
<DIVIDEND-INCOME>                                6,377
<INTEREST-INCOME>                               59,532
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   5,933
<NET-INVESTMENT-INCOME>                         59,976
<REALIZED-GAINS-CURRENT>                        16,241
<APPREC-INCREASE-CURRENT>                       (5,315)
<NET-CHANGE-FROM-OPS>                           70,902
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       58,710
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         15,832
<NUMBER-OF-SHARES-REDEEMED>                      9,697
<SHARES-REINVESTED>                              4,373
<NET-CHANGE-IN-ASSETS>                         108,810
<ACCUMULATED-NII-PRIOR>                          2,046
<ACCUMULATED-GAINS-PRIOR>                     (14,724)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            4,150
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  5,933
<AVERAGE-NET-ASSETS>                           650,012
<PER-SHARE-NAV-BEGIN>                             9.03
<PER-SHARE-NII>                                   0.84
<PER-SHARE-GAIN-APPREC>                           0.17
<PER-SHARE-DIVIDEND>                              0.83
<PER-SHARE-DISTRIBUTIONS>                         0.00
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.21
<EXPENSE-RATIO>                                   0.91
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 4
   <NAME> LUTHERAN BROTHERHOOD INCOME FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          845,363
<INVESTMENTS-AT-VALUE>                         850,261
<RECEIVABLES>                                  119,816
<ASSETS-OTHER>                                      57
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 970,134
<PAYABLE-FOR-SECURITIES>                        98,623
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          535
<TOTAL-LIABILITIES>                             99,158
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       913,896
<SHARES-COMMON-STOCK>                          102,485
<SHARES-COMMON-PRIOR>                          108,068
<ACCUMULATED-NII-CURRENT>                        1,511
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                       (49,133)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         4,702
<NET-ASSETS>                                   870,976
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               67,398
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   7,527
<NET-INVESTMENT-INCOME>                         59,871
<REALIZED-GAINS-CURRENT>                        (8,855)
<APPREC-INCREASE-CURRENT>                     (11,610)
<NET-CHANGE-FROM-OPS>                           39,406
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       63,355
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          6,483
<NUMBER-OF-SHARES-REDEEMED>                     17,688
<SHARES-REINVESTED>                              5,622
<NET-CHANGE-IN-ASSETS>                        (71,166)
<ACCUMULATED-NII-PRIOR>                          4,974
<ACCUMULATED-GAINS-PRIOR>                     (40,259)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            5,331
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  7,527
<AVERAGE-NET-ASSETS>                           905,379
<PER-SHARE-NAV-BEGIN>                             8.72
<PER-SHARE-NII>                                   0.57
<PER-SHARE-GAIN-APPREC>                         (0.19)
<PER-SHARE-DIVIDEND>                              0.60
<PER-SHARE-DISTRIBUTIONS>                         0.00
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.50
<EXPENSE-RATIO>                                   0.83
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 5
   <NAME> LUTHERAN BROTHERHOOD MUNICIPAL BOND FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          557,726
<INVESTMENTS-AT-VALUE>                         598,217
<RECEIVABLES>                                   16,103
<ASSETS-OTHER>                                      69
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 614,389
<PAYABLE-FOR-SECURITIES>                         4,824
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           93
<TOTAL-LIABILITIES>                              4,917
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       575,166
<SHARES-COMMON-STOCK>                           70,896
<SHARES-COMMON-PRIOR>                           73,261
<ACCUMULATED-NII-CURRENT>                        1,804
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        (7,989)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        40,491
<NET-ASSETS>                                   609,472
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               36,468
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   4,592
<NET-INVESTMENT-INCOME>                         31,876
<REALIZED-GAINS-CURRENT>                           102
<APPREC-INCREASE-CURRENT>                        (358)
<NET-CHANGE-FROM-OPS>                           31,620
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                     (30,660)
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          4,807
<NUMBER-OF-SHARES-REDEEMED>                      9,927
<SHARES-REINVESTED>                              2,755
<NET-CHANGE-IN-ASSETS>                        (19,226)
<ACCUMULATED-NII-PRIOR>                            554
<ACCUMULATED-GAINS-PRIOR>                      (8,057)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            3,551
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  4,592
<AVERAGE-NET-ASSETS>                           620,186
<PER-SHARE-NAV-BEGIN>                             8.58
<PER-SHARE-NII>                                   0.44
<PER-SHARE-GAIN-APPREC>                           0.01
<PER-SHARE-DIVIDEND>                              0.43
<PER-SHARE-DISTRIBUTIONS>                         0.00
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               8.60
<EXPENSE-RATIO>                                   0.74
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        


</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 6
   <NAME> LUTHERAN BROTHERHOOD MONEY MARKET FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                          417,416
<INVESTMENTS-AT-VALUE>                         417,416
<RECEIVABLES>                                      595
<ASSETS-OTHER>                                   1,911
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 419,922
<PAYABLE-FOR-SECURITIES>                         2,047
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          266
<TOTAL-LIABILITIES>                              2,313
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       417,609
<SHARES-COMMON-STOCK>                          417,609
<SHARES-COMMON-PRIOR>                          341,084
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   417,609
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               21,296
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                   3,874
<NET-INVESTMENT-INCOME>                         17,422
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                           17,422
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       17,422
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        692,236
<NUMBER-OF-SHARES-REDEEMED>                    632,775
<SHARES-REINVESTED>                             17,063
<NET-CHANGE-IN-ASSETS>                          76,524
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                            1,923
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  4,121
<AVERAGE-NET-ASSETS>                           384,501
<PER-SHARE-NAV-BEGIN>                             1.00
<PER-SHARE-NII>                                   0.05
<PER-SHARE-GAIN-APPREC>                           0.00
<PER-SHARE-DIVIDEND>                              0.05
<PER-SHARE-DISTRIBUTIONS>                         0.00
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               1.00
<EXPENSE-RATIO>                                   1.01
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>

<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, 1996 AND IS 
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<SERIES>
   <NUMBER> 7
   <NAME> LUTHERAN BROTHERHOOD WORLD GROWTH FUND
</SERIES>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          OCT-31-1996
<PERIOD-START>                             NOV-01-1995
<PERIOD-END>                               OCT-31-1996
<INVESTMENTS-AT-COST>                           49,959
<INVESTMENTS-AT-VALUE>                          52,729
<RECEIVABLES>                                      150
<ASSETS-OTHER>                                     143
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  53,022
<PAYABLE-FOR-SECURITIES>                            29
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           56
<TOTAL-LIABILITIES>                                 85
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        49,737
<SHARES-COMMON-STOCK>                            5,585
<SHARES-COMMON-PRIOR>                            1,654
<ACCUMULATED-NII-CURRENT>                          255
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            173
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         2,772
<NET-ASSETS>                                    52,937
<DIVIDEND-INCOME>                                  758
<INTEREST-INCOME>                                  191
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     706
<NET-INVESTMENT-INCOME>                            243
<REALIZED-GAINS-CURRENT>                           204
<APPREC-INCREASE-CURRENT>                        2,907
<NET-CHANGE-FROM-OPS>                            3,354
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           38
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          4,309
<NUMBER-OF-SHARES-REDEEMED>                        382
<SHARES-REINVESTED>                                  3
<NET-CHANGE-IN-ASSETS>                          38,969
<ACCUMULATED-NII-PRIOR>                             19
<ACCUMULATED-GAINS-PRIOR>                          (2)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              392
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    773
<AVERAGE-NET-ASSETS>                            36,192
<PER-SHARE-NAV-BEGIN>                             8.44
<PER-SHARE-NII>                                   0.04
<PER-SHARE-GAIN-APPREC>                           1.02
<PER-SHARE-DIVIDEND>                              0.02
<PER-SHARE-DISTRIBUTIONS>                         0.00
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                               9.48
<EXPENSE-RATIO>                                   1.95
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        



</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission