STATE BOND MUNICIPAL FUNDS INC
N-30D, 1995-08-25
Previous: CAPITAL APPRECIATION FUND/CT, NSAR-A, 1995-08-25
Next: MCNEIL REAL ESTATE FUND XIV LTD, SC 14D1/A, 1995-08-25



<PAGE>
 

State Bond
Tax Exempt Fund

A Member of the ARM Financial Group

[LOGO]

State Bond
Tax Exempt Fund

Annual
Report

June 30, 1995

<PAGE>
 
State Bond Tax Exempt Fund


TO THE SHAREHOLDERS:

With this Annual Report, the State Bond Tax Exempt Fund (the "Fund") observes
the completion of eleven years of operations. We welcome new shareholders who
joined us during the year and thank all of our shareholders for their interest
and support.

Realizing that tax exempt income is important to  shareholders, the Fund
seeks to provide a favorable level of income consistent with the quality 
requirements of the Fund. A total of 58 cents per share for the fiscal year
was distributed through monthly dividends.

During this fiscal year ended June 30, 1995, the Federal Reserve continued its
efforts to curb future inflationary pressures by increasing short-term interest
rates in August, November, and February by a total of 1.75%. With these
increases, the 30 year Treasury Bond yield, which began the fiscal year at 7.6%,
increased to over 8.0% in November and held near that level through December.
However, even though the Federal Reserve increased short-term interest rates by
an additional 0.5% in February, the 30 year Treasury Bond yield began to
decrease in January and continued its downward trend, closing the fiscal year
near the 6.6% level as weaker economic data suggested a slowing economy. The
Fund's net asset per share began the fiscal year at $10.58, and as interest
rates increased, its value decreased to $10.26 at the end of December. Then as
interest rates began to decrease, the net asset value per share increased and
this rally brought the net asset value per share to $10.77 at the close of the
fiscal year.

At June 30, 1995, the Fund owns 68 tax-exempt issues representing
investments in 28 states. This portfolio of investments provides shareholders
with both issue and geographic diversification.

The portfolio's quality as of June 30, 1995 is reflected in the rating of
each security by Moody's Investors Service, Inc. and/or Standard & Poor's
Corporation. By selecting the higher rating awarded to each issue by either
service, bonds comprising 29.7% of the total portfolio market value were triple
A rated, 22.5% were double A rated, and 45.7% were single A rated. The
remaining 2.1% of the portfolio was invested in quality rated short-term
securities.

                                                                            
Should you desire additional information, we would welcome your inquiries.

Sincerely,

/s/ Keith O. Martens
--------------------
Keith O. Martens
Vice President      
<PAGE>
 
                         State Bond Tax Exempt Fund

                            Schedule of Investments

                                 June 30, 1995


<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT       VALUE
                                        --------------------------------
 
MUNICIPAL BONDS (97.9%)
<S>                                       <C>      <C>         <C> 
ALASKA
Alaska Housing Finance Corp.,
 Collateralized Veterans Mortgage
 Program, Series 1991 B-1, 6.900%, due
 2032                                     Aaa/AAA  $  810,000  $  833,344
 
 
 
Alaska Housing Finance Corp.,
 Collateralized Home Mortgage Bonds,
 1988 Series A-1, 7.625%, due 2013        Aaa/AAA     325,000     344,851
 
 
 
ARIZONA
Arizona Industrial Development
 Authority, 5.450%, due 2009              A3/A      1,500,000   1,447,440
 
 
CALIFORNIA
Central Coast Water Authority Rev.
 Bonds, Series 1992, 6.350%, due 2007     Aaa/AAA   1,000,000   1,061,630
 
Walnut Valley, CA, Water District,
 Certificate of Participation, 6.125%,
 due 2009                                 Aaa/AAA   1,000,000   1,018,420
 
 
 
COLORADO
 Housing Finance Agency, Single Family
  Housing Rev. Bonds, 1986 Series A,
  8.000%, due 2017                        Aa/NR       320,000     332,662
 
 
 
DISTRICT OF COLUMBIA
District of Columbia University Rev.
 Bonds, 6.300%, due 2013                  NR/AAA    1,250,000   1,267,738
</TABLE>

                                       2
<PAGE>
 
<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT       VALUE
                                        --------------------------------
 
MUNICIPAL BONDS (CONTINUED)
<S>                                       <C>      <C>          <C>
ILLINOIS
Chicago, Illinois, Water Rev. Bonds,
 7.200%, due 2016                         A1/A+     $2,000,000   $2,249,320
 
Chicago, Illinois, Public District
 Capital Improvement Bonds, 5.450%, due
 2004                                     Aaa/AAA    1,000,000    1,013,570

 
City of Chicago, Illinois, Gas Supply
 Rev. Bonds, 7.500%, due 2015             Aa3/AA-    1,480,000    1,621,370
 
City of Chicago, Illinois, Gas Supply
 Rev. Bonds, 7.500%, due 2015             Aa3/AA-    1,100,000    1,205,072
 
Illinois State University Auxiliary
 Facility System, Board of Regents Rev.
 Bonds, Series 1989, 7.400%, due 2014     A1/A       1,050,000    1,187,876
 
 
Illinois State University Auxiliary
 Facility System, Board of Regents Rev.
 Bonds, Series 1989, 7.400%, due 2013     A1/A         500,000      565,655
 
 
Illinois School District #065, 5.875%,
 due 2008                                 Aaa/AAA    1,000,000    1,010,180
 
Metropolitan Pier Exposition Authority,
 Illinois Dedicated State Tax Rev.
 Bonds, 6.000%, due 2014                  A/A+       2,100,000    2,010,666
 
 
Rolling Meadows, Illinois Mortgage Rev.
 Bonds Woodfield Garden, 7.750%, due
 2004                                     NR/AA-     2,000,000    2,173,340
 
 
 
INDIANA
Beech Grove, IN, IDR for Westvaco
 Corp., 8.750%, due 2010                  A1/A         550,000      553,536
 
Highland, IN, School Building Corp.,
 6.750%, due 2012                         NR/A       1,000,000    1,126,010
 
Indiana Transportation Finance
 Authority, Series A, 6.250%, due 2016    A/A        1,150,000    1,141,847
 
Indianapolis, IN, Public Improvement
 Bonds, Bank Series C, 6.700%, due 2017   A1/A+      3,225,000    3,338,939
</TABLE> 
                                       3
<PAGE>
 
                           State Bond Tax Exempt Fund

                      Schedule of Investments (continued)
<TABLE> 
<CAPTION> 
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT       VALUE
                                        --------------------------------
 
MUNICIPAL BONDS (CONTINUED)
<S>                                     <C>          <C>           <C>  
INDIANA (CONTINUED)
Indianapolis, IN, Resource Recovery
 Rev. Bonds, Series A, 7.900%, due 2008   A/A       $1,115,000   $1,185,178
 
Indianapolis, IN, Resource Recovery
 Rev. Bonds, Series B, 7.900%, due 2008   A/A          430,000      457,008
 
Indiana Municipal Power Agency, Series
 1992 A, 6.000%, due 2007                 Aaa/AAA    1,300,000    1,348,581
 
Indiana State Toll Roads, Revenue
 Refunding Bond, 6.00%, due 2013          A/A        1,100,000    1,063,590
 
 
LOUISIANA
Rapides Parish, LA, Housing & Mortgage
 Finance Authority, Single Family
 Mortgage, 7.250%, due 2010               Aaa/AA-      750,000      804,248
 
 
 
MAINE
Maine State Housing Authority, Mortgage
 Purchase Bonds, 1988 Series B, 8.000%,
 due 2015                                 A1/AA-       455,000      487,400
 
 
 
MARYLAND
Maryland City Housing Multi-Family,
 FNMA, Series A, 7.250%, due 2023         NR/AAA       750,000      789,998
 
</TABLE>

                                       4
<PAGE>
 
<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT       VALUE
                                        --------------------------------
 
MUNICIPAL BONDS (CONTINUED)
<S>                                       <C>     <C>         <C>
MICHIGAN
Michigan State Housing Development
 Authority, Single Family, Series A,
 7.550%, due 2014                         NR/AA   $  145,000  $  155,195
 
 
Michigan State Housing Development,
 Series B, 6.950%, due 2020               NR/AA+   1,000,000   1,039,250
 
 
MINNESOTA
Burnsville, Minnesota, Multi-Family
 Rev. Ref. Bonds, Coventry Court
 Apartments Project, Series 1989,
 7.500%, due 2027                         NR/AAA     800,000     844,728

 
 
City of Minnetonka, MN, Multi-Family
 Rental Housing Rev. Bonds, 7.250%, due
 2002                                     NR/AAA     800,000     831,480
 
 
Minnesota Housing Finance Agency,
 Single Family Mortgage, 6.250%, due
 2015                                     Aa/NR    1,300,000   1,322,334

 
Minnesota Housing Finance Agency Single
 Family Mortgage Rev. Bonds 1989 Series
 D, 7.350%, due 2016                      Aa/AA      640,000     677,165
 
 
Minnesota Housing Finance Authority,
 Series 1993 E, 6.000%, due 2014          NR/A+    1,460,000   1,451,794
 
 
NEBRASKA
Nebraska Public Power Agency, Series C
 1993, 4.000%, due 1999                   A1/A+      555,000     545,215
 
</TABLE>

                                       5
<PAGE>
 
                           State Bond Tax Exempt Fund

                      Schedule of Investments (continued)

<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT       VALUE
                                        -------------------------------- 
MUNICIPAL BONDS (CONTINUED)
<S>                                       <C>      <C>          <C>
NEVADA
Clark County, Nevada School District,
 General Obligation Bonds, 5.300%, due
 2004                                     Aaa/AAA   $1,000,000   $1,006,230
 
 
Humboldt County, NV, Pollution Control
 Rev. Bonds, Idaho Power Company,
 8.300%, due 2014                         NR/A       1,000,000    1,162,680
 
 
Lyon County, Nevada School District,
 6.750%, due 2011                         Aaa/AAA      800,000      863,488
 
Washoe County, Nevada, General
 Obligation Bonds, 6.000%, due 2009       Aaa/AAA      585,000      592,014
 
 
NEW HAMPSHIRE
New Hampshire Municipal Bond Bank,
 Series 91 J, Non-State Guaranteed,
 6.900%, due 2012                         A1/A       1,080,000    1,208,585
 
 
State of New Hampshire Turnpike System
 Rev. Bonds, 8.375%, due 2017             Aaa/A        900,000    1,002,672
 
 
NEW YORK
New York State Environmental Pollution
 Control Rev. Bonds, 7.250%, due 2010     Aa/A       2,900,000    3,199,947
 
New York Metro Transit Authority,
 5.100%, due 2004                         Aaa/AAA    1,000,000    1,004,290
 
 
NORTH CAROLINA
North Carolina Eastern Municipal Power
 Agency, Series B, 6.000%, due 2013       A/A-       2,125,000    2,000,071
 
North Carolina Eastern Municipal Power
 Agency, 8.000%, due 2021                 A/A-         200,000      221,784
 
Wake County, Ind. Facilities Pollution
 Control, Carolina Power and Light,
 6.900%, due 2009                         A2/A       1,000,000    1,043,260
 
</TABLE>

                                       6
<PAGE>
 
<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT        VALUE
                                        ----------------------------------- 
MUNICIPAL BONDS (CONTINUED)
<S>                                     <C>          <C>          <C>
NORTH DAKOTA
Mercer County, ND, PCR Basin, Electric
 Power Co-op, Series 84 C, 7.700%, due
 2019                                     A2/A-      $1,695,000   $1,773,445
 
 
Mercer County, ND, PCR Basin, Electric
 Power Co-op, Series A, 7.700%, due 2019  A2/A-         725,000      758,517
 
North Dakota Housing, Single Family
 Mortgage, 1992 Series A, 6.750%, due
 2012                                     Aa/A+       1,710,000    1,772,552
 
 
 
OREGON
Oregon Sewer System Revenue Bonds,
 Series A, 6.050%, due 2009               A1/A+         500,000      516,515
 
 
PENNSYLVANIA
Erie County, PA, Industrial Development
 Auth., Pollution Control Rev. Ref.
 Bonds, Series 1991, 7.150%, due 2013     A3/A-         400,000      424,260
 
 
Philadelphia Municipal Authority Lease,
 Series C, 4.300%, due 1999               Aaa/AAA     2,175,000    2,151,858
 
 
RHODE ISLAND
Rhode Island Depositors, Economic
 Protection Corp. Bonds, 6.625%, due
 2019                                     Aaa/AAA     1,675,000    1,886,017

 
 
SOUTH DAKOTA
South Dakota Housing Development,
 Multi-Family Housing Rev. Bonds,
 6.700%, due 2020                         A1/A+       1,400,000    1,420,048
 
 
South Dakota State Building Authority
 Co-op, Series A, 7.500%, due 2016        A1/A+         950,000      996,379
</TABLE>

                                       7
<PAGE>
 
                           State Bond Tax Exempt Fund

                      Schedule of Investments (continued)

<TABLE>
<CAPTION>
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT        VALUE
                                        ------------------------------------ 
MUNICIPAL BONDS (CONTINUED)
<S>                                       <C>        <C>          <C>
TEXAS
Houston, Texas, Water & Sewer Rev. Ref.
 Bonds, 6.400%, due 2009                  A/A        $1,545,000   $1,637,916
 
Texas Water Development Board Rev.,
 State Revolving Fund Bonds, 6.400%,
 due 2007                                 Aa/AAA      1,000,000    1,064,870
 
 
Texas State Public Property Finance
 Corp., 5.100%, due 2003                  Aaa/AAA       890,000      881,153
 
Texas Utility System Revenue Bonds,
 6.875%, due 2020                         Aaa/AAA     1,000,000    1,071,950
 
 
UTAH
Utah State Municipal Finance Co-op,
 Government Revenue Bonds, 6.400%, due
 2009                                     A/A         1,000,000    1,008,970
 
 
 
VIRGINIA
Virginia Housing Authority, Residential
 Mortgage Rev. Bonds, Series B, 7.550%,
 due 2012                                 Aa/A+       1,000,000    1,022,660
 
 
Virginia  Housing Development
 Authority, Series C, 1992, 6.500%, due
 2007                                     Aa/AA         500,000      520,300

 
 
WASHINGTON
Washington State Municipal Finance
 Co-op, Government Revenue Bonds,
 5.600%, due 2007                         Aa/AA      1,500,000     1,457,910
 
 
Washington School District #320,
 General Obligation Bonds, 6.700%, due
 2007                                     Aaa/AAA    1,000,000     1,081,130

</TABLE>

                                       8
<PAGE>
 
<TABLE>
<CAPTION>
 
                                        MOODY'S/S&P  PRINCIPAL 
                                          RATING      AMOUNT        VALUE
                                        --------------------------------- 
 
MUNICIPAL BONDS (CONTINUED)
<S>                                     <C>          <C>          <C>
WISCONSIN
Wisconsin Housing and Economic
 Development Authority, Series A,
 7.100%, due 2023                          Aa/A+     $  985,000   $ 1,031,876
 
 
Wisconsin Housing and Economic
 Development Authority, Home Ownership
 Single Family Mtg. Rev. Bonds, 9.125%,
 due 2011                                  Aa/AA-        20,000        20,823
 
 
 
Wisconsin Housing and Economic
 Development Authority, Series C,
 5.200%, due 2004                          A1/A       2,000,000     1,947,940
 
 
 
WYOMING
Sweetwater County, WY, PCR for Idaho
 Power, 7.625%, due 2013                   A3/A-      2,150,000     2,252,641
                                                                   ----------
 
 
TOTAL MUNICIPAL BONDS
 (Cost $75,251,298)                                                78,511,381
</TABLE>

                                       9
<PAGE>
 
                          State Bond Tax Exempt Fund

                      Schedule of Investments (continued)


<TABLE>
<CAPTION>
                                         PRINCIPAL
                                          AMOUNT       VALUE
                                         --------  -----------
<S>                                      <C>       <C>
SHORT-TERM SECURITIES (2.1%)
 
Ford Motor Credit Corp., 5.930%, due
 07/03/95                                $500,000  $   499,423
Ford Motor Credit Corp., 5.920%, due
 07/05/95                                 275,000      274,683
Sears Roebuck Acceptance Corp., 6.000%,
 due 07/07/95                             950,000      948,892
                                                   -----------
TOTAL SHORT-TERM SECURITIES
 (Cost $1,722,998)                                   1,722,998
                                                   -----------
TOTAL INVESTMENTS (100.0%)
 (Cost $76,974,296*)                               $80,234,379
                                                   ===========
</TABLE>

* Also represents cost for federal income tax purposes.

Ratings were provided by Moody's Investors Service, Inc. and Standard and
Poor's Corporation and are not covered by the report of Ernst & Young LLP.

See accompanying notes.

                                      10
<PAGE>
 
                           State Bond Tax Exempt Fund

                      Statement of Assets and Liabilities

                                 June 30, 1995
<TABLE>

<S>                                       <C> 
ASSETS
Investment in securities, at value
 (cost $76,974,296)                        
 (Note 1)--See accompanying schedule       $80,234,379
Cash                                            22,297
Receivable for capital shares sold              11,730
Interest receivable                          1,514,557
Prepaid expenses                                 2,460
                                           -----------
TOTAL ASSETS                                81,785,423
 
LIABILITIES
Dividends payable                               62,890
Payable to affiliates                           56,187
Accrued expenses                                23,975
                                           -----------
TOTAL LIABILITIES                              143,052
                                           -----------
 
NET ASSETS                                 $81,642,371
                                           ===========

Net Assets consist of:
 Paid-in capital                           $78,343,568
 Undistributed net realized gain on             
  investments                                   38,720
 Net unrealized appreciation on              
  investment securities                      3,260,083
                                           ----------- 
 
NET ASSETS, for 7,578,854 shares           
 outstanding                               $81,642,371
                                           ===========
NET ASSET VALUE and redemption price            
 per share                                 $     10.77
                                           ===========
 
Maximum offering price per share
 (includes maximum sales charge of              
 4.5%--reduced on purchases of $50,000 or
 more)                                     $     11.28
                                           ===========
</TABLE>
See accompanying notes.

                                      11
<PAGE>
 
                           State Bond Tax Exempt Fund

                            Statement of Operations

                            Year Ended June 30, 1995
<TABLE>
<S>                                       <C> 
INVESTMENT INCOME
 Interest                                  $5,209,032
                                           
EXPENSES (NOTE 2)
 Investment advisory and management fees      405,455
 12b-1 plan fees                              201,900
 Accounting and pricing service fees           35,300
 Transfer agent fees                           31,100
 Shareholders' reports                         18,600
 Custodian fees                                15,000
 Professional fees                             15,600
 Directors' fees and expenses                   5,000
 Other expenses                                23,400
                                           ---------- 
  Total expenses                              751,355
                                           ----------  
Net investment income                       4,457,677
 
REALIZED AND UNREALIZED GAIN ON
 INVESTMENTS (NOTE 1)
 Net realized gain on investments              38,720
 Change in unrealized appreciation on       
  investment securities                     1,466,299
                                           ---------- 
Net realized and unrealized gain on         
 investments                                1,505,019
                                           ---------- 
 
Net increase in net assets resulting       
 from operations                           $5,962,696
                                           ==========
</TABLE>
See accompanying notes.

                                      12
<PAGE>
 
                           State Bond Tax Exempt Fund

                      Statements of Changes in Net Assets

<TABLE>
<CAPTION>
                                              YEAR ENDED JUNE 30,
                                              1995           1994
                                           --------------------------
<S>                                       <C>            <C> 
INCREASE (DECREASE) IN NET ASSETS
Operations:
 Net investment income                     $ 4,457,677    $ 4,386,528
 Net realized gain on investments               38,720        299,486
 Net unrealized appreciation                 
  (depreciation)                             1,466,299     (3,455,276)
                                           --------------------------
  Net increase in net assets resulting
   from operations                           5,962,696      1,230,738
 
 
Distributions to shareholders from:
 Net investment income                      (4,457,677)    (4,386,528)
 Net realized gain                                  --       (716,070)
                                           --------------------------
 
  Total distributions to shareholders       (4,457,677)    (5,102,598)
 
Capital share transactions:
 Proceeds from sales of shares               4,250,461      5,968,218
 Proceeds from reinvested dividends          3,066,110      3,701,210
 Cost of shares redeemed                    (8,328,499)    (4,703,122)
                                           --------------------------
  Net increase (decrease) in net assets
   resulting from share transactions        (1,011,928)     4,966,306
                                           --------------------------
                                        
Total increase in net assets                   493,091      1,094,446
 
NET ASSETS
Beginning of year                           81,149,280     80,054,834
                                           --------------------------
 
End of year                                $81,642,371    $81,149,280
                                           ==========================
 
OTHER INFORMATION
Shares:
 Sold                                          404,927        542,800
 Issued through reinvestment of                
  dividends                                    291,063        336,654
 Redeemed                                     (788,793)      (428,059)
                                           --------------------------
  Net increase (decrease)                      (92,803)       451,395
                                           ==========================
</TABLE>
See accompanying notes.

                                      13
<PAGE>
 
                          State Bond Tax Exempt Fund

                             Financial Highlights

<TABLE>
<CAPTION>
                                                           YEAR ENDED JUNE 30,
                                           ---------------------------------------------------
                                             1995      1994       1993       1992       1991
                                           ---------------------------------------------------
<S>                                        <C>        <C>        <C>        <C>        <C> 
SELECTED PER-SHARE DATA
Net asset value, beginning of year         $ 10.58    $ 11.09    $ 10.86    $ 10.52    $ 10.39
Income from investment operations:
 Net investment income                         .58        .59        .63        .68        .71
 Net realized and unrealized gain
  (loss) on investments                        .19       (.41)       .34        .36        .13
                                           --------------------------------------------------- 
 Total from investment operations              .77        .18        .97       1.04        .84
Less distributions:
 From net investment income                   (.58)      (.59)      (.63)      (.68)      (.71)
 From net realized gain                         --       (.10)      (.11)      (.02)        --
                                           ---------------------------------------------------
  Total distributions                         (.58)      (.69)      (.74)      (.70)      (.71)
                                           ---------------------------------------------------
Net asset value, end of year               $ 10.77    $ 10.58    $ 11.09    $ 10.86    $ 10.52
                                           ===================================================
 
TOTAL RETURN*                                 7.53%      1.55%      9.30%     10.18%      8.39%
 
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of year (in thousands)     $81,642    $81,149    $80,055    $70,565    $60,841
Ratio of expenses to average net assets        .93%       .94%       .93%       .87%       .73%
Ratio of net investment income to
 average net assets                           5.52%      5.37%      5.75%      6.33%      6.81%
Portfolio turnover rate                         15%        17%        21%        16%         8%
</TABLE>
* Total returns do not consider the effects of the one time sales charge.

                                      14
<PAGE>
   
                          State Bond Tax Exempt Fund

                         Notes to Financial Statements

                                 June 30, 1995



1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

The State Bond Tax Exempt Fund (the "Fund") is the only investment portfolio of
State Bond Municipal Funds, Inc., which is registered under the Investment
Company Act of 1940, as amended, as an open-end diversified management
investment company. The primary investment objective of the Fund is to maximize
current income exempt from Federal income taxes to the extent consistent with
the preservation of capital, with consideration given to the opportunity for
capital gains by investing in tax-exempt securities. The ability of the issuers
of the securities held by the Fund to meet their obligations may be affected by
economic developments in a specific state, industry or region.

On June 14, 1995, ARM Financial Group, Inc. ("ARM") completed the acquisition of
substantially all of the assets and business operations of SBM Company ("SBM").
As part of the acquisition, ARM Capital Advisors, Inc. ("ARM Capital Advisors"),
a subsidiary of ARM, assumed the responsibilities of SBM as manager of the Fund.
The Investment Advisory and Management Agreement between the Fund and ARM
Capital Advisors contains the same material terms and conditions (including the
fees payable to ARM Capital Advisors) as were contained in the Fund's prior
Investment Advisory and Management Agreement with SBM.

As part of the acquisition, ARM acquired all of the issued and outstanding
common stock of SBM Financial Services, Inc. ("SBM Financial Services"), the
Fund's distributor. Effective June 14, 1995, SBM Financial Services also became
the transfer agent for the Fund. Prior to the acquisition SBM functioned as the
transfer agent for the Fund.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for investment companies.

                                      15
<PAGE>
 
                          State Bond Tax Exempt Fund

                   Notes to Financial Statements (continued)



1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

INVESTMENTS IN SECURITIES

Investment securities are stated at aggregate market values. Market valuations
are furnished by a pricing service approved by the Board of Directors. The
pricing service values portfolio securities which have remaining maturities of
more than sixty days from the date of valuation at quoted bid prices. Such
securities for which quotations are not readily available (which constitute a
majority of the Fund's portfolio securities) are valued at fair value as
determined by the pricing service. Securities which have remaining maturities of
sixty days or less and short-term securities are valued at amortized cost which
approximates market value. The procedures of the pricing service and its
valuations are reviewed by the officers of the Fund under the general
supervision of the Board of Directors.

Security transactions are accounted for on trade date and interest income is
recorded on the accrual basis. Realized gains or losses from investment
transactions are determined on the basis of specific identification.

At June 30, 1995, unrealized appreciation of investments aggregated $3,664,924
and unrealized depreciation of investments aggregated $404,841 for tax purposes.

INCOME TAX STATUS AND RELATED MATTERS

The Fund complied with the requirements of the Internal Revenue Code applicable
to regulated investment companies and distributed its taxable net investment
income and net realized gains. Therefore, no provision for federal or state
income tax is required.

The Fund hereby designates $38,720 as capital gain dividends attributable to the
year ended June 30, 1995 for the purpose of the dividend paid deduction on the
Fund's federal income tax returns.

DISTRIBUTIONS TO SHAREHOLDERS

Exempt interest dividends from net investment income are declared daily and
distributed monthly. Distributions from taxable net realized investment gains,
if any, will be declared at least once a year. Dividends and distributions are
recorded on the ex-dividend date.
  
                                      16
<PAGE>
 
2. INVESTMENT ADVISORY AGREEMENT AND PAYMENTS TO RELATED PARTIES

ARM Capital Advisors is the Fund's investment adviser. The investment advisory
fee is computed at the annual rate of .5% on the average daily net assets of the
Fund. In addition, the Fund pays .25% of the average daily net assets to SBM
Financial Services under a Rule 12b-1 plan of share distribution. The investment
adviser has voluntarily undertaken to reimburse the Fund for any expenses in
excess of 1% of the average daily net assets despite the fact that higher
expenses may be permitted by state law. No such reimbursement was required for
the fiscal year ended June 30, 1995.

Fees paid to SBM Financial Services for underwriting services in connection with
sales of the Fund's capital shares aggregated $138,549 for the fiscal year ended
June 30, 1995. Such fees are not an expense of the Fund and are excluded from
the proceeds received by the Fund for sales of its capital shares as shown in
the accompanying statements of changes in net assets. Fees paid to SBM for
accounting services for the fiscal year ended June 30, 1995 were $24,750.

Certain officers and directors of the Fund are also officers of ARM, ARM Capital
Advisors,  and SBM Financial Services.

3. PURCHASES AND SALES OF SECURITIES

Aggregate purchases and proceeds from sales of securities, excluding short-term
investments, during the fiscal year ended June 30, 1995 amounted to $11,481,659
and $13,263,859, respectively.

4. CAPITAL SHARES

At June 30, 1995, the Fund had authority to issue ten billion shares of common
stock, each with a par value of $.00001.
  
                                      17
<PAGE>
 
                         Report of Independent Auditors

Board of Directors and Shareholders
   State Bond Tax Exempt Fund

We have audited the accompanying statement of assets and liabilities including
the schedule of investments of the State Bond Tax Exempt Fund (the "Fund") as of
June 30, 1995 and the related statements of operations and changes in net assets
and financial highlights for the year then ended. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audit. The statement of changes in net assets
for the year ended June 30, 1994 and financial highlights for the four years
ended June 30, 1994 of the State Bond Tax Exempt Fund were audited by other
auditors whose report dated July 29, 1994 expressed an unqualified opinion.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements and financial highlights are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned at June 30, 1995, by
correspondence with the custodian. As to uncompleted securities transactions, we
performed other auditing procedures. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
State Bond Tax Exempt Fund at June 30, 1995, and the results of its operations,
changes in its net assets and financial highlights for the year then ended in
conformity with generally accepted accounting principles.


                                                   /s/  Ernst & Young LLP
                                                   ----------------------
Kansas City, Missouri
August 4, 1995

                                       18
<PAGE>

BOARD OF DIRECTORS
 
William B. Faulkner
President, William Faulkner & Associates, Inc.
Director, State Bond mutual funds

Patrick M. Finley
President, Universal Cooperatives, Inc.
Director, State Bond mutual funds

Arthur J. Gartland
Co-founder and President, Benedetto, Gartland & Greene, Inc.
Director, State Bond mutual funds

John Katz
Executive Vice President, Equitable Investment Corporation,
retired 1991
Director, State Bond mutual funds

John R. Lindholm
Executive Vice President, ARM Financial Group, Inc.
President, State Bond and Mortgage Life Insurance Company 
Chairman, State Bond mutual funds

Chris L. Mahai
Senior Vice President, Strategic Integration, Star Tribune
Director, State Bond mutual funds

Theodore S. Rosky
Executive Vice President and Chief Financial Officer,
Providian Corporation, retired 1992
Director, State Bond mutual funds

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

INVESTMENT ADVISER
ARM Capital Advisors, Inc.

GENERAL DISTRIBUTOR
SBM Financial Services, Inc.
8400 Normandale Lake Blvd., Suite 1150
Minneapolis, Minnesota  55437-3807
612/835/0097

CUSTODIAN
First Bank National Association
St. Paul, Minnesota

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

This report is intended for the general information of the shareholders of
the Fund.  It is not authorized for distribution to 
prospective investors unless accompanied or preceded by the offering
prospectus of the Fund, which contains details of sales commissions and other
information.



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