UNITED GOVERNMENT SECURITIES FUND INC
N-30D, 1996-05-29
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                    United
                    Government
                    Securities
                    Fund, Inc.

                    ANNUAL
                    REPORT
                    ----------------------------------------
                    For the fiscal year ended March 31, 1996


<PAGE>
FUND MANAGER'S LETTER
- -----------------------------------------------------------------
MARCH 31, 1996


Dear Shareholder:

This report relates to the operation of United Government Securities Fund for
the fiscal year ended March 31, 1996.  The following discussion, graphs and
tables provide you with information regarding the Fund's performance during that
period.

During the past fiscal year, the Federal Reserve Bank reversed its restrictive
economic policies of 1994 and early 1995 and cut short-term interest rates on
three different occasions.  The shift in monetary policy by the Federal Reserve
Bank, combined with meaningful balanced budget negotiations, the expectation of
a slow economy and an inflow of foreign investment in United States bonds,
positively impacted the bond market.  During the last quarter of the fiscal
year, the bond market gave up part of the positive returns gained earlier as the
result of upward adjustments in the market's expectations for economic growth.

In an effort to improve total return, the Fund pursued a strategy of lengthening
the average maturity of the portfolio during the first part of the fiscal year
to take advantage of the rally in bond prices.  As bond prices began to fall
during the latter part of the fiscal year, we shortened the average maturity of
the Fund's portfolio.  We also purchased higher-yielding bonds issued by
agencies of the federal government.  The Fund held a high allocation of
mortgage-backed securities during the fiscal year on the belief that this
security class was undervalued relative to other fixed income alternatives.

The strategies and techniques we applied resulted in the direction of the Fund's
performance remaining fairly consistent with that of the indexes charted on the
following page.  Those indexes represent the performance of securities that
generally represent the U.S. government securities  market (the Lehman Brothers
Government Bond Index) and the universe of funds with similar investment
objectives (the Lipper General U.S. Government Fund Universe Average).  The
Fund's performance during the past fiscal year was slightly better than that of
these indexes due to the Fund's well-timed adjustments in the average maturity
of its portfolio and the other investment strategies pursued by the Fund.

Bond analysts predict economic growth and rising inflation during the early part
of the coming year.  However, market indicators suggest that short-term economic
growth and the related inflationary pressures will be modest compared to
historical bear market periods.  We expect bonds to recover somewhat within the
intermediate time frame, but intend to maintain a defensive position until
market tone experiences improvement.  Thereafter, we will extend bond maturities
in an effort to achieve competitive returns while striving to preserve principal
value for the Fund's shareholders.

Thank you very much for your continued support and confidence in our
organization.

Respectfully,
John E. Sundeen, Jr.
Manager, United Government Securities Fund


<PAGE>
             COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
            UNITED GOVERNMENT SECURITIES FUND, INC. CLASS A SHARES,
                   THE LEHMAN BROTHERS GOVERNMENT BOND INDEX,
          AND THE LIPPER GENERAL U.S. GOVERNMENT FUND UNIVERSE AVERAGE

                      United
                      GovernmentLehman        Lipper
                      SecuritiesBrothersGeneral U.S.
                      Fund,Government     Govt. Fund
                      Class      Bond       Universe
                      A Shares  Index        Average
                      ------------------  ----------
     03/31/86  Purchase         9,575         10,000   10,000
     03/31/87         10,470   10,739         10,715
     03/31/88         10,150   11,205         11,022
     03/31/89         10,569   11,734         11,493
     03/31/90         11,632   13,099         12,605
     03/31/91         12,874   14,734         14,017
     03/31/92         14,318   16,340         15,416
     03/31/93         16,554   18,638         17,329
     03/31/94         16,675   19,139         17,610
     03/31/95         17,568   19,965         18,129
     03/31/96         19,411   22,053         19,806

- ----------  Lipper General U.S. Govt. Fund Universe Average -- $19,806
- - - - - -   Lehman Brothers Government Bond Index - $22,053
===== United Government Securities Fund, Inc., Class A shares* -- $19,411

 *The value of the investment in the Fund is impacted by the sales load at the
  time of the investment and by the ongoing expenses of the Fund.

         Annual Average Total Return +
                    Class A++  Class Y
         -----------------------------

Year Ended
   3/31/96          10.48%     N/A
5 Years Ended
   3/31/96           8.56%     N/A
10 Years Ended
   3/31/96           7.32%     N/A
Aggregate Total
Return for Life
of Class Y +++      N/A        3.04%

  + Total return for the Class Y shares may be greater than that of the Class A
    shares because the Fund's Class Y shares are not subject to a sales load or
    12b-1 fees.
 ++ Performance data quoted represents past performance and is based on
    deduction of a 4.25% sales load on the initial purchase in each of the
    three periods.  Investment return and principal value will fluctuate and an
    investor's shares, when redeemed, may be worth more or less than their
    original cost.
+++ 9/27/95 (the date on which Fund Class Y shares were first acquired by
    shareholders) through 3/31/96.

  Past performance is not predictive of future performance.  Indexes are
  unmanaged.


<PAGE>
SHAREHOLDER SUMMARY
- -------------------------------------------------------------
United Government Securities Fund, Inc.

PORTFOLIO STRATEGY:
Long-term U.S. Government  OBJECTIVE:   As high a current income
Securities                              as is consistent with
                                        safety of principal.  (Fund shares are
                                        not
Short-term U.S. Government              guaranteed by the
Securities                              U.S. Government or any
                                        government agency.
Intermediate-term U.S.                  Fund share value and
Government Securities                   yield will fluctuate due to changing
                                        interest rates or other market
                                        conditions and the investor may
                                        experience a loss.)

                            STRATEGY:   Invests primarily in debt securities
                                        issued or guaranteed by the U.S.
                                        Government or its agencies or
                                        instrumentalities.  (May purchase
                                        securities subject to repurchase
                                        agreements.  May invest in certain
                                        options and futures.)

                             FOUNDED:   1982

        SCHEDULED DIVIDEND FREQUENCY:   MONTHLY


<PAGE>
PERFORMANCE SUMMARY - Class A Shares

           PER SHARE DATA
For the Fiscal Year Ended March 31, 1996
- ----------------------------------------
DIVIDENDS PAID                  $0.34
                                =====
NET ASSET VALUE ON
   3/31/96                      $5.32
   3/31/95                       5.13
                                -----
CHANGE PER SHARE                $0.19
                                =====

Past performance is not necessarily indicative of future results.



                        TOTAL RETURN HISTORY


                              Average Annual Total Return
                              ---------------------------
                                  With          Without
Period                         Sales Load*   Sales Load**
- ------                        ------------  -------------
1-year period ended 3-31-96        5.79%        10.48%
5-year period ended 3-31-96        7.62%         8.56%
10-year period ended 3-31-96       6.85%         7.32%

Performance data quoted represents past performance and is based on deduction of
4.25% sales load on the initial purchase in each of the three periods.

Performance data quoted in this column represents past performance without
taking into account the sales load deducted on an initial purchase.

Investment return and principal value will fluctuate and an investor's shares,
when redeemed, may be worth more or less than their original cost.


<PAGE>
PORTFOLIO HIGHLIGHTS

On March 31, 1996, United Government Securities Fund, Inc. had net assets
totaling $147,136,150 invested in a diversified portfolio.

As a shareholder of United Government Securities Fund, Inc., for every $100 you
had invested on March 31, 1996, your Fund owned:

 $35.75  Federal National Mortgage Association Bonds
  21.15  United States Treasury
  14.12  Federal Home Loan Mortgage Corporation Bonds
  13.86  Government National Mortgage Association Bonds
  10.29  Miscellaneous U.S. Government Backed Bonds
   4.83  Cash and Cash Equivalents


<PAGE>
THE INVESTMENTS OF
UNITED GOVERNMENT SECURITIES FUND, INC.
MARCH 31, 1996

                                           Principal
                                           Amount in
                                           Thousands        Value

UNITED STATES GOVERNMENT SECURITIES
 Federal Home Loan Mortgage Corporation:
   11.0%, 1-1-2003 .......................   $   103 $    108,706
   7.5%, 9-1-2007 ........................       200      203,344
   7.0%, 1-15-2021 .......................     5,000    4,871,850
   8.0%, 2-1-2023 ........................     3,288    3,346,880
   6.5%, 11-1-2024 .......................     2,873    2,746,355
   7.0%, 12-1-2025 .......................     9,736    9,495,516
   Total .................................             20,772,651

 Federal National Mortgage Association:
   8.5%, 8-1-2001 ........................     4,864    4,937,178
   7.5%, 4-25-2002 .......................     3,388    3,401,755
   7.0%, 11-25-2003 ......................     6,720    6,724,167
   7.5%, 12-25-2006 ......................     5,000    5,090,600
   6.0%, 6-25-2007 .......................     5,000    4,842,150
   8.4%, 2-25-2009 .......................     5,000    5,275,000
   11.0%, 10-1-2020 ......................     5,692    6,392,971
   7.0%, 12-1-2023 .......................     9,849    9,597,054
   7.42%, 10-1-2025 ......................     6,250    6,343,666
   Total .................................             52,604,541

 Government National Mortgage Association:
   9.5%, 5-20-2014 .......................        14       14,839
   8.5%, 5-15-2023 .......................     2,168    2,264,171
   7.0%, 7-15-2023 .......................     4,416    4,301,258
   7.5%, 7-15-2023 .......................       824      821,943
   7.5%, 9-15-2023 .......................     4,389    4,379,357
   7.5%, 2-15-2024 .......................     4,258    4,248,537
   9.75%, 11-15-2028 .....................     2,961    3,231,436
   10.5%, 3-15-2029 ......................     1,037    1,129,273
   Total .................................             20,390,814

 United States Treasury:
   6.375%, 8-15-2002 .....................     9,500    9,554,910
   7.875%, 11-15-2004 ....................    11,500   12,615,845
   0.0%, 5-15-2008 .......................    20,000    8,939,600
   Total .................................             31,110,355


                See Notes to Schedule of Investments on page  .


<PAGE>
THE INVESTMENTS OF
UNITED GOVERNMENT SECURITIES FUND, INC.
MARCH 31, 1996

                                           Principal
                                           Amount in
                                           Thousands        Value

UNITED STATES GOVERNMENT SECURITIES (Continued)
 Miscellaneous United States Government
   Backed Securities:
   National Archives Facility Trust,
    8.5%, 9-1-2019  ......................    $4,011 $  4,478,026
   U.S. Government Guaranteed Development
    Company Participation Certificates,
    Series 1995-20 F, Guaranteed by the U.S.
    Small Business Administration (an
    Independent Agency of the United States),
    6.8%, 6-1-2015  ......................     4,920    4,809,354
   Synthetic Off-the-Run Treasuries,
    Series 1994-2,
    6.0%, 2-15-2009  .....................     6,200    5,857,140
    Total  ...............................             15,144,520

TOTAL UNITED STATES GOVERNMENT
 SECURITIES - 95.17%                                 $140,022,881
 (Cost: $138,986,964)

                                              Number
                                          of Contracts

OPTIONS - 0.16%
 June 114 Put Options on Treasury Bond
   Futures, Expires 5-18-96 ..............        75 $    242,550
 (Cost: $119,303)

                                           Principal
                                           Amount in
                                           Thousands

SHORT-TERM SECURITIES - 4.17%
 J. P. Morgan Securities, 5.2% Repurchase
   Agreement dated 3-29-96, to be
   repurchased at $6,142,661 on 4-1-96* ..    $6,140 $  6,140,000
 (Cost: $6,140,000)

TOTAL INVESTMENT SECURITIES - 99.50%                 $146,405,431
 (Cost: $145,246,267)

CASH AND OTHER ASSETS, NET OF LIABILITIES - 0.50%         730,719

NET ASSETS - 100.00%                                 $147,136,150


Notes to Schedule of Investments
*Collateralized by $4,277,000 U.S. Treasury Notes, 12% due 8-15-2013; market
 value and accrued interest aggregate $6,245,846.

See Note 1 to financial statements for security valuation and other significant
     accounting policies concerning investments.

See Note 3 to financial statements for cost and unrealized appreciation and
     depreciation of investments owned for Federal income tax purposes.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1996


Assets
 Investment securities - at value
   (Notes 1 and 3) ................................. $146,405,431
 Cash   ............................................       10,392
 Receivables:
   Investment securities sold ......................    3,078,605
   Interest ........................................    1,228,855
   Fund shares sold ................................       80,188
 Prepaid insurance premium  ........................       10,540
                                                     ------------
    Total assets  ..................................  150,814,011
                                                     ------------
Liabilities
 Payable for investment securities purchased  ......    2,731,142
 Payable for Fund shares redeemed  .................      761,132
 Dividends payable  ................................       76,944
 Accrued service fee  ..............................       44,281
 Accrued transfer agency and dividend disbursing  ..       21,890
 Accrued accounting services fee  ..................        3,333
 Other  ............................................       39,139
                                                     ------------
    Total liabilities  .............................    3,677,861
                                                     ------------
      Total net assets.............................. $147,136,150
                                                     ============
Net Assets
 $0.01 par value capital stock
   Capital stock ................................... $    276,809
   Additional paid-in capital ......................  150,297,504
 Accumulated undistributed gain (loss):
   Accumulated undistributed net realized loss on
    investment transactions  .......................   (4,597,327)
   Net unrealized appreciation in value of
    investments at end of period ...................    1,159,164
                                                     ------------
    Net assets applicable to outstanding units
      of capital ................................... $147,136,150
                                                     ============
Net asset value per share (net assets divided
 by shares outstanding)
 Class A  ..........................................        $5.32
 Class Y  ..........................................        $5.32
Capital shares outstanding
 Class A  ..........................................   27,579,012
 Class Y  ..........................................      101,937
Capital shares authorized ..........................3,000,000,000

                       See notes to financial statements.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
STATEMENT OF OPERATIONS
For the Fiscal Year Ended MARCH 31, 1996

Investment Income
 Interest  .........................................  $10,903,880
                                                      -----------
 Expenses (Note 2):
   Investment management fee .......................      625,544
   Transfer agency and dividend disbursing - Class A      286,281
   Service fee - Class A ...........................      189,811
   Accounting services fee .........................       40,000
   Audit fees ......................................       17,951
   Custodian fees ..................................       11,089
   Legal fees ......................................        9,125
   Shareholder servicing - Class Y .................           93
   Other ...........................................       80,840
                                                      -----------
    Total expenses  ................................    1,260,734
                                                      -----------
      Net investment income ........................    9,643,146
                                                      -----------
Realized and Unrealized Gain on Investments
 Realized net gain on securities  ..................    1,790,777
 Realized net gain on options  .....................      116,144
                                                      -----------
   Net realized gain on investments ................    1,906,921
 Unrealized appreciation in value of investments
   during the period ...............................    3,688,092
                                                      -----------
   Net gain on investments .........................    5,595,013
                                                      -----------
    Net increase in net assets resulting from
      operations ...................................  $15,238,159
                                                      ===========

                       See notes to financial statements.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS

                                        For the fiscal year ended
                                                 March 31,
                                        -------------------------
                                            1996        1995
                                        ------------ ------------
Increase (Decrease) in Net Assets
 Operations:
   Net investment income ............  $  9,643,146  $ 10,053,860
   Realized net gain (loss)
    on investments  .................     1,906,921    (3,955,179)
   Unrealized appreciation...........     3,688,092       243,620
                                       ------------  ------------
    Net increase in net assets
      resulting from operations .....    15,238,159     6,342,301
                                       ------------  ------------
 Dividends to shareholders from
   net investment income:*
   Class A ..........................    (9,639,561)  (10,053,860)
   Class Y .............................     (3,585)          ---
                                       ------------  ------------
                                         (9,643,146)  (10,053,860)
                                       ------------  ------------
 Capital share transactions:
   Proceeds from sale of shares:
    Class A (2,816,516 and 3,328,430
      shares, respectively) .........    15,113,673    16,881,689
    Class Y (110,748 and 0
      shares, respectively) ............    598,202           ---
   Proceeds from reinvestment of
    dividends:
    Class A (1,617,273 and 1,794,421
      shares, respectively) .........     8,677,824     9,097,091
    Class Y (599 and 0
      shares, respectively) ............      3,186           ---
   Payments for shares redeemed:
    Class A (6,026,762 and 9,750,153
      shares, respectively) .........   (32,333,592)  (49,383,242)
    Class Y (9,410 and 0
      shares, respectively) ............    (51,097)          ---
                                       ------------  ------------
    Net decrease in net
      assets resulting from capital
      share transactions ............    (7,991,804) (23,404,462)
                                       ------------  ------------
      Total decrease ................    (2,396,791) (27,116,021)
Net Assets
 Beginning of period  ...............   149,532,941   176,648,962
                                       ------------  ------------
 End of period  .....................  $147,136,150  $149,532,941
                                       ============  ============
   Undistributed net investment
    income  .........................          $---          $---
                                               ====          ====
                 *See "Financial Highlights" on pages 11 - 12.
                       See notes to financial statements.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
FINANCIAL HIGHLIGHTS
Class A Shares
For a Share of Capital Stock Outstanding
Throughout Each Period:


                              For the fiscal year ended March 31,
                              -----------------------------------
                               1996   1995    1994   1993    1992
                             ------ ------  ------ ------  ------
Net asset value,
 beginning of
 period  ...........           5.13  $5.23   $5.44  $5.01   $4.85
                              -----  -----   -----  -----   -----
Income from investment
 operations:
 Net investment
   income ..........            .34    .32     .30    .33     .37
 Net realized and
   unrealized gain
   (loss) on
   investments .....            .19  (0.10)  (0.21)   .43     .16
                              -----  -----   -----  -----
Total from investment
 operations  .......            .53    .22     .09    .76     .53
                              -----  -----   -----  -----   -----
Less dividends declared
 from net investment
 income  ...........          (0.34) (0.32)  (0.30) (0.33)  (0.37)
                              -----  -----   -----  -----   -----
Net asset value,
 end of period  ....          $5.32  $5.13   $5.23  $5.44   $5.01
                              =====  =====   =====  =====   =====
Total return* ......          10.48%  4.49%   1.56% 15.62%  11.22%
Net assets, end
 of period (000
 omitted)  .........       $146,594$149,533$176,649$177,167$138,753
Ratio of expenses
 to average net
 assets  ...........           0.83%  0.82%   0.75%  0.71%   0.75%
Ratio of net investment
 income to average
 net assets  .......           6.34%  6.30%   5.50%  6.29%   7.40%
Portfolio turnover
 rate  .............          63.05% 41.57% 122.62% 81.41% 124.51%

  *Total return calculated without taking into account the sales load deducted
   on an initial purchase.
                       See notes to financial statements.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
FINANCIAL HIGHLIGHTS
Class Y Shares
For a Share of Capital Stock Outstanding
Throughout the Period:


                    For the
                     period
               from 9/27/95
                    through
                   3/31/96*
                   --------
Net asset value,
 beginning of period  $5.33
                      -----
Income from investment
 operations:
 Net investment
   income ..........    .17
 Net realized and
   unrealized loss on
   investments......  (0.01)
                      -----
Total from investment
 operations ........    .16
                      -----
Less dividends declared
 from net investment
 income ............  (0.17)
                      -----
Net asset value,
 end of period .....  $5.32
                      =====
Total return .......   3.04%
Net assets, end of
 period (000
 omitted)  .........   $542
Ratio of expenses
 to average net
 assets ............   0.60%**
Ratio of net
 investment income
 to average net
 assets ............   6.40%**
Portfolio
 turnover rate .....  63.05%

 *On July 31, 1995, the Fund began offering Class Y shares to the public.
   Fund shares outstanding prior to that date were designated Class A
   shares.

 **Annualized.

                       See notes to financial statements.


<PAGE>
UNITED GOVERNMENT SECURITIES FUND, INC.
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996

NOTE 1 -- Significant Accounting Policies

     United Government Securities Fund, Inc. (the "Fund") is registered under
the Investment Company Act of 1940 as a diversified, open-end management
investment company.  Its investment objective is to provide as high a current
income as is consistent with safety of principal by investing in a portfolio of
debt securites issued or guaranteed by the U.S. Government or its agencies or
instrumentalities.  The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of its financial
statements.  The policies are in conformity with generally accepted accounting
principles.

A.   Security valuation -- The Fund invests in securities issued or guaranteed
     by the U.S. Government or its agencies or instrumentalities and in options
     and futures contracts on those securities.  Government debt securities are
     valued using a pricing system provided by a major dealer in bonds. Other
     securities are valued at the latest sale price thereof on the last business
     day of the fiscal period as reported by the principal securities exchange
     on which the issue is traded or, if no sale is reported, the average of the
     latest bid and asked prices.  Short-term debt securities are valued at
     amortized cost, which approximates market.

B.   Security transactions and related investment income -- Security
     transactions are accounted for on the trade date (date the order to buy or
     sell is executed).  Securities gains and losses are calculated on the
     identified cost basis.  Original issue discount (as defined in the Internal
     Revenue Code), premiums on the purchase of bonds and post-1984 market
     discount are amortized for both financial and tax reporting purposes over
     the remaining lives of the bonds.  Interest income is recorded on the
     accrual basis and includes differences between cost and face amount on
     principal reductions of securities.  See Note 3 -- Investment Security
     Transactions.

C.   Federal income taxes -- It is the Fund's policy to distribute all of its
     taxable income and capital gains to its shareholders and otherwise qualify
     as a regulated investment company under the Internal Revenue Code.  In
     addition, the Fund intends to pay distributions as required to avoid
     imposition of excise tax.  Accordingly, provision has not been made for
     Federal income taxes.  See Note 4 -- Federal Income Tax Matters.

D.   Dividends and distributions -- All of the Fund's net investment income is
     declared and recorded by the Fund as dividends payable on each day to
     shareholders of record at the time of the previous determination of net
     asset value.  Net investment income distributions and capital gains
     distributions are determined in accordance with income tax regulations
     which may differ from generally accepted accounting principles.  These
     differences are due to differing treatments for items such as deferral of
     wash sales and post-October losses, net operating losses and expiring
     capital loss carryforwards.  At March 31, 1996, $7,393,852 was reclassified
     between accumulated undistributed net realized gain on investment
     transactions and additional paid-in capital.

E.   Repurchase Agreements -- Repurchase agreements are collateralized by the
     value of the resold securities which, during the entire period of the
     agreement, remains at least equal to the value of the loan, including
     accrued interest thereon.  The collateral for the repurchase agreement is
     held by the Fund's custodian bank.

F.   Options -- See Note 5 -- Options.

     The preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements.  Actual results could differ from those estimates.

NOTE 2 -- Investment Management and Payments to Affiliated Persons

     The Fund pays a fee for investment management services.  The fee is
computed daily based on the net asset value at the close of business.  The fee
consists of a "Group" fee computed each day on the combined net asset values of
all of the funds in the United Group of mutual funds (approximately $14.0
billion of combined net assets at March 31, 1996) at annual rates of .51% of the
first $750 million of combined net assets, .49% on that amount between $750
million and $1.5 billion, .47% between $1.5 billion and $2.25 billion, .45%
between $2.25 billion and $3 billion, .43% between $3 billion and $3.75 billion,
 .40% between $3.75 billion and $7.5 billion, .38% between $7.5 billion and $12
billion, and .36% of that amount over $12 billion.  The Fund accrues and pays
this fee daily.

     Pursuant to assignment of the Investment Management Agreement between the
Fund and Waddell & Reed, Inc. ("W&R"), Waddell & Reed Investment Management
Company ("WRIMCO"), a wholly-owned subsidiary of W&R, serves as the Fund's
investment manager.

     The Fund has an Accounting Services Agreement with Waddell & Reed Services
Company ("WARSCO"), a wholly-owned subsidiary of W&R.  Under the agreement,
WARSCO acts as the agent in providing accounting services and assistance to the
Fund and pricing daily the value of shares of the Fund.  For these services, the
Fund pays WARSCO a monthly fee of one-twelfth of the annual fee shown in the
following table.

                            Accounting Services Fee
                   Average
               Net Asset Level                 Annual Fee
          (all dollars in millions)       Rate for Each Level
          -------------------------       -------------------
          From $    0 to $   10                $      0
          From $   10 to $   25                $ 10,000
          From $   25 to $   50                $ 20,000
          From $   50 to $  100                $ 30,000
          From $  100 to $  200                $ 40,000
          From $  200 to $  350                $ 50,000
          From $  350 to $  550                $ 60,000
          From $  550 to $  750                $ 70,000
          From $  750 to $1,000                $ 85,000
               $1,000 and Over                 $100,000

     For Class A shares, the Fund also pays WARSCO a monthly per account charge
for transfer agency and dividend disbursement services of $1.0208 for each
shareholder account which was in existence at any time during the prior month
and $0.75 for each shareholder check which was processed, plus $0.30 for each
account on which a dividend or distribution of cash or shares was paid in that
month.  With respect to Class Y shares, the Fund pays WARSCO a monthly fee at an
annual rate of .15% of the average daily net assets of the class for the
preceding month.  The Fund also reimburses W&R and WARSCO for certain out-of-
pocket costs.

     As principal underwriter for the Fund's shares, W&R received direct and
indirect gross sales commissions for Class A shares (which are not an expense of
the Fund) of $393,413, out of which W&R paid sales commissions of $222,071 and
all expenses in connection with the sale of Fund shares, except for registration
fees and related expenses.

     Under a Service Plan for Class A shares adopted by the Fund pursuant to
Rule 12b-1 under the Investment Company Act of 1940, the Fund may pay monthly a
fee to W&R in an amount not to exceed .25% of the Fund's average annual net
assets.  The fee is to be paid to reimburse W&R for amounts it expends in
connection with the provision of personal services to Fund shareholders and/or
maintenance of shareholder accounts.

     The Fund paid Directors' fees of $6,107.

     W&R is an indirect subsidiary of Torchmark Corporation, a holding company,
and United Investors Management Company, a holding company, and a direct
subsidiary of Waddell & Reed Financial Services, Inc., a holding company.

NOTE 3 -- Investment Security Transactions

     Purchases of U.S. Government securities aggregated $99,435,663 while
proceeds from maturities and sales aggregated $92,364,780.  Purchases of options
aggregated $1,103,694 while proceeds from options aggregated $1,100,535.
Purchases of short-term securities aggregated $809,355,000 while proceeds from
maturities and sales aggregated $824,350,000.

     For Federal income tax purposes, cost of investments owned at March 31,
1996 was $145,347,789, resulting in net unrealized appreciation of $1,057,642,
of which $2,736,680 related to appreciated securities and $1,679,038 related to
depreciated securities.

NOTE 4 -- Federal Income Tax Matters

     For Federal income tax purposes, the Fund realized net capital losses of
$403,780 during the year ended March 31, 1996, which included losses of
$2,174,332 deferred from the year ended March 31, 1995 (see discussion below).
Capital loss carryovers aggregated $4,500,408 at March 31, 1996 and are
available to offset future realized capital gain net income for Federal income
tax purposes through March 31, 1997; $2,774,920 of this amount is available
through March 31, 1998; $2,015,486 is available through March 31, 2003; and
$403,780 is available through March 31, 2004.

     Internal Revenue Code regulations permit the Fund to defer into its next
fiscal year net capital losses incurred between each November 1 and the end of
its fiscal year ("post-October losses").  From November 1, 1994 through March
31, 1995, the Fund incurred net long-term capital losses of $2,174,332 which
were deferred to the fiscal year ended March 31, 1996.

NOTE 5 -- Options

     Options purchased by the Fund are accounted for in the same manner as
marketable portfolio securities.  The cost of portfolio securities acquired
through the exercise of call options is increased by the premium paid to
purchase the call.  The proceeds from securities sold through the exercise of
put options are decreased by the premium paid to purchase the put.  The Fund
uses options to attempt to reduce the overall risk of its investments.

NOTE 6 -- Commencement of Multiclass Operations

  On July 31, 1995, the Fund was authorized to offer investors a choice of two
classes of shares, Class A and Class Y, each of which has equal rights as to
assets and voting privileges.  Class Y shares are not subject to a sales charge
on purchases; they are not subject to a Rule 12b-1 Service Plan and have a
separate transfer agency and dividend disbursement services fee structure.  A
comprehensive discussion of the terms under which shares of either class are
offered is contained in the prospectus and the Statement of Additional
Information for the Fund. The Fund commenced multiclass operations on September
27, 1996.

     Income, non-class specific expenses and realized and unrealized gains and
losses are allocated daily to each class of shares based on the value of
relative net assets as of the beginning of each day adjusted for the prior day's
capital share activity.


<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Shareholders of
  United Government Securities Fund, Inc.

In our opinion, the accompanying statement of assets and liabilities, including
the schedule 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 United Government Securities Fund,
Inc. (the "Fund") at March 31, 1996, the results of its operations for the year
then ended and the changes in its net assets and the financial highlights for
each of 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 the Fund's
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 March 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.



Price Waterhouse LLP
Kansas City, Missouri
May 10, 1996


<PAGE>
INCOME TAX INFORMATION

     Dividends are declared and recorded by the Fund on each day the New York
Stock Exchange is open for business.  Dividends are paid monthly on the 27th of
the month or on the preceding business day if the 27th is a weekend or holiday.

     The dividends are not eligible for the dividend received deduction.

     The tax status of dividends paid will be reported to you on Form 1099-DIV
after the close of the applicable calendar year.

     Shareholders are advised to consult with their tax adviser concerning the
tax treatment of dividends and distributions from the Fund.


<PAGE>
DIRECTORS

Ronald K. Richey, Birmingham, Alabama, Chairman of the Board
Henry L. Bellmon, Red Rock, Oklahoma
Dodds I. Buchanan, Boulder, Colorado
Jay B. Dillingham, Kansas City, Missouri
Linda Graves, Topeka, Kansas
John F. Hayes, Hutchinson, Kansas
Glendon E. Johnson, Miami, Florida
William T. Morgan, Los Angeles, California
Doyle Patterson, Kansas City, Missouri
Eleanor B. Schwartz, Kansas City, Missouri
Keith A. Tucker, Overland Park, Kansas
Frederick Vogel III, Milwaukee, Wisconsin
Paul S. Wise, Carefree, Arizona


OFFICERS

Keith A. Tucker, President
Robert L. Hechler, Vice President
Henry J. Herrmann, Vice President
John M. Holliday, Vice President
Theodore W. Howard, Vice President and Treasurer
Sharon K. Pappas, Vice President and Secretary
John E. Sundeen, Jr., Vice President




This report is submitted for the general information of the shareholders of
United Government Securities Fund, Inc.  It is not authorized for distribution
to prospective investors in the Fund unless accompanied with or preceded by the
United Government Securities Fund, Inc. current prospectus.




To all IRA Planholders:
As required by law, income tax will automatically be withheld from any
distribution or withdrawal from an IRA unless you make a written election not to
have taxes withheld.  The election may be made by submitting forms provided by
Waddell & Reed, Inc. which can be obtained from your Waddell & Reed
representative or by submitting Internal Revenue Service form W-4P.  Once made,
an election can be revoked by providing written notice to Waddell & Reed, Inc.
If you elect not to have tax withheld you may be required to make payments of
estimated tax.  Penalties may be imposed by the IRS if withholding and estimated
tax payments are not adequate.


<PAGE>
The United Group of Mutual Funds

United Cash Management, Inc.
United Government Securities Fund, Inc.
United Bond Fund
United Municipal Bond Fund, Inc.
United Municipal High Income Fund, Inc.
United High Income Fund, Inc.
United High Income Fund II, Inc.
United Continental Income Fund, Inc.
United Retirement Shares, Inc.
United Asset Strategy Fund, Inc.
United Income Fund
United Accumulative Fund
United Vanguard Fund, Inc.
United New Concepts Fund, Inc.
United Science and Technology Fund
United International Growth Fund, Inc.
United Gold & Government Fund, Inc.




















FOR MORE INFORMATION:
Contact your representative, or your
local office as listed on your
Account Statement, or contact:
  WADDELL & REED
  CUSTOMER SERVICE
  6300 Lamar Avenue
  P.O. Box 29217
  Shawnee Mission, KS  66201-9217
  (913) 236-1303

Our INTERNET address is:
  http://www.waddell.com

NUR1011A(3-96)

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