LEGG MASON TAX EXEMPT TRUST INC
N-30D, 1996-08-29
Previous: LEGG MASON TAX EXEMPT TRUST INC, NSAR-A, 1996-08-29
Next: JP INVESTMENT GRADE BOND FUND, N-30D, 1996-08-29



Investment Adviser
      Legg Mason Fund Adviser, Inc.
      Baltimore, MD

Board of Directors
      John F. Curley, Jr., Chairman
      Edmund J. Cashman, Jr., President
      Richard G. Gilmore
      Charles F. Haugh
      Arnold L. Lehman
      Dr. Jill E. McGovern
      T. A. Rodgers

Transfer and Shareholder Servicing Agent
      Boston Financial Data Services
      Boston, MA

Custodian
      State Street Bank & Trust Company
      Boston, MA

Counsel
      Kirkpatrick & Lockhart LLP
      Washington, D.C.

Independent Accountants
      Coopers & Lybrand L.L.P.
      Baltimore, MD



      The fund is neither insured nor guaranteed by the U.S. Government. There
can be no assurance that the Fund will always be able to maintain a stable net
asset value of $1.00 per share.

      This report is not to be distributed  unless  preceded or accompanied by a
prospectus.

                      Legg Mason Wood Walker, Incorporated
- --------------------------------------------------------------------------------

                            111 South Calvert Street
                     P.O. Box 1476, Baltimore, MD 21203-1476
                         410 (bullet) 539 (bullet) 0000


[recycled logo] Printed on Recycled Paper
LMF-016



                             Report to Shareholders
                            For the Six Months Ended
                                  June 30, 1996

                                       The
                                   Legg Mason
                                       Tax
                                     Exempt
                                   Trust, Inc.



                           Putting Your Future First



                            [Legg Mason Funds logo]
                                      FUNDS

<PAGE>

To Our Shareholders,

     At the end of the June  quarter,  the Legg Mason Tax Exempt  Trust had $288
million  invested  in  a  diversified  portfolio  of  high-quality,   short-term
municipal securities. The Trust's 7-day yield was 2.78% and its average weighted
maturity was 59 days.

     The Trust's income dividends  continue to be exempt from federal income tax
and a portion may be exempt from state income taxes as well, depending upon your
state of  residence.  The Trust does not  purchase  investments  whose income is
subject to the federal alternative minimum tax.

     We appreciate  your  ownership of the Trust,  and hope you will let us know
whenever you have questions or suggestions.

                                   Sincerely,

                                   /s/ John F. Curley, Jr.

                                   John F. Curley, Jr.
                                   Chairman



August 8, 1996

<PAGE>

Statement of Net Assets
Legg Mason Tax Exempt Trust, Inc.
June 30, 1996  (Unaudited)
(Amounts in Thousands)
        Par                                     Rate             Value
- --------------------------------------------------------------------------------
              Alabama -- 2.7%
              Montgomery Industrial
                Development Board
                (General Electric Project)
                Series 1990 VRDN
                (Aaa/P1, AAA/A1+)
      $ 7,505     7/26/96 to 10/11/96       3.35 to 3.55%(A)    $ 7,505

              Alaska -- 0.1%

              Valdez (City of) Marine
                Terminal Revenue Bonds
                (Exxon) VRDN
                (Aaa/P1, AAA/A1+)
          400     7/1/96                            3.55(A)         400

              Arizona -- 3.4%
              Salt River Project
                Agricultural
                Improvement & Power
                District TECP (P1, A1+)
        9,400     8/9/96 to 10/24/96        3.45 to 3.65          9,400

              Colorado -- 1.8%
              Colorado (State of) TRAN
                Series 1996 (SP1+)
        5,000     6/27/97                           4.50          5,032

              Connecticut -- 0.7%
              Connecticut Health &
                Educational  Facilities
                Authority (Yale University)
                Series L & O TECP VRDN
                (Aaa/VMIG1, AAA/A1+)
        1,850     7/24/96 to 7/25/96        3.55 to 3.60(A)       1,850

              Florida -- 8.4%
              Gainesville (City of)
                Utilities Systems
                Series C TECP (P1, A1+)
        1,813     9/24/96                           3.60          1,813
              Jacksonville Electric
                Authority Series A &
                C-1 TECP (P1, A1+)
        6,300     8/13/96 to 9/9/96         3.40 to 3.55          6,300
              Pinellas County Florida
                Health Facilities
                Authority (Bayfront
                Medical Center, Inc.
                Project) Refunding
                Revenue Bonds
                Series 1989 VRDN
                (Aaa/VMIG1, AAA/A1)
        2,700     7/3/96                            3.35(A)       2,700


        Par                                     Rate             Value
- --------------------------------------------------------------------------------
              Florida -- Continued
              Putnam County
                Development Authority
                PCR Bonds (Seminole
                Electric Cooperative, Inc.)
                Series 1984 H-3
                (Aa3, AA-/A1+)
     $ 2,000      9/15/96                           3.25%(A)    $ 2,000
                Series 1984 H-1 &
                H-2 VRDN
                (Aa3, AA-/A1+)
        3,450     7/3/96                            3.15(A)       3,450
              Sunshine State
                Governmental Financing
                Commission
                Series 1986 VRDN
                (Aa2/VMIG1)
        7,100     9/23/96 to 10/30/96       3.55 to 3.60(A)       7,100
                                                                 23,363

              Hawaii -- 3.1%
              Hawaii Department of
                Budget & Finance
                (Queens Medical Center)
                Series 1985B VRDN
                (Aaa/VMIG1, AAA/A1)
        8,450     7/3/96                            3.10(A)       8,450

              Idaho -- 1.5%
              Idaho (State of) TAN
                Series 1996 (MIG1, SP1+)
        4,000     6/30/97                           4.50(A)       4,023

              Indiana -- 4.4%
              Jasper County PCR Bonds
                (Northern Indiana Public
                Service Company Project)
                Series 1988 B
                (Aa2/P1, AA/A1+)
        1,300     7/30/96                           3.45(A)       1,300
              Mount Vernon (City of)
                PCR (General Electric
                Company Project)
                Series 1989 A
                (Aaa/P1, AAA/A1+)
        5,300     10/18/96 to 10/31/96              3.60(A)       5,300
              Petersburg (City Of)
                PCR Bonds (Indianapolis
                Power & Light Company
                Project) Series 1991 VRDN
                (Aa3/VMIG1, A+/A1+)
        3,000     10/10/96                          3.60(A)       3,000

2

<PAGE>

        Par                                     Rate             Value
- --------------------------------------------------------------------------------
              Indiana -- Continued
              Sullivan (City of)
                Floating/Fixed Rate PCR
                 (Hoosier Energy Rural
                 Electric Cooperative, Inc.
                 Project) Series 1985 L-2, L-3
                (A1/P1, AA-/A1+)
      $ 2,500     8/8/96 to 9/27/96                 3.55%(A)    $ 2,500
                                                                 12,100
              Iowa -- 2.9%
              Louisa County PCR (Iowa-
                Illinois Gas & Electric
                Company Project) Series
                1986A VRDN
                (A1, A+/A1+)
        8,000     7/3/96                            3.30(A)       8,000

              Kentucky -- 1.4%
              Trimble (County of) PCR
                Bonds (Louisville Gas
                and Electric Company
                Project) Series 1992 A
                VRDN
                (Aa2/VMIG1, AA/A1+)
        3,800     9/27/96                           3.50(A)       3,800

              Louisiana -- 5.7%
              Lake Charles Harbor and
                Terminal District Port
                Facilities Revenue Bonds
                (Conoco Inc. Project)
                Series 1984 VRDN
                (Aa3/P1, AA-/A1+)
       11,400     7/1/96                            3.60(A)      11,400
              Saint Charles (Parish of)
                PCR Refunding Bonds
                (Shell Oil Company
                Project) Series 1992 B
                VRDN
                (Aa2/VMIG1, AAA/A1+)
        4,500     7/1/96                            3.55(A)       4,500
                                                                 15,900
              Maine -- 0.7%
              Maine (State of) TAN
                (MIG1, SP1+)
        2,000     6/27/97                           4.50          2,012

              Maryland -- 17.2%
              Baltimore County
                Consolidated Public
                Improvement BAN
                Series 1995 (P1, A1+)
       12,500     8/7/96 to 10/7/96         3.40 to 3.50         12,500


        Par                                     Rate             Value
- --------------------------------------------------------------------------------
              Maryland -- Continued
              Baltimore County,
                Maryland PCR
                Revenue Refunding
                Bonds (Baltimore Gas &
                Electric) Series 1985
                VRDN
                (A2/VMIG1, A/A1)
      $ 7,500     7/10/96 to 8/6/96         3.40 to 3.70%(A)   $  7,500
              Howard County
                Consolidated Public
                Improvement BAN
                Series A (P1, A1+)
        6,000     9/10/96                   3.55 to 3.70          6,000
              Maryland Health & Higher
                Educational Facilities
                Authority (Pooled Loan
                Program Issue) Series
                1985A & B VRDN
                (Aa3/VMIG1)
       13,600     7/3/96                    3.30 to 3.35(A)      13,600
              Montgomery County,
                Maryland BAN
                Series 1995 (P1, A1+)
        8,000     9/5/96 to 9/9/96          3.45 to 3.55          8,000
                                                                 47,600

              Massachusetts -- 4.9%
              Massachusetts Health &
                Educational Facilities
                Authority Revenue Bonds
                Harvard University Issue
                Series L VRDN
                (Aaa/VMIG1, AAA/A1+)
       13,450     7/25/96 to 10/8/96        3.40 to 3.55(A)      13,450

              Minnesota -- 6.7%
              Regents of the University
                of Minnesota
                Series 1985 I VRDN
                (Aa/VMIG1, AA/A1+)
        9,675     8/22/96 to 10/18/96       3.35 to 3.60(A)       9,675
              Rochester (City of) Health
                Care Facilities Revenue
                Bonds (Mayo
                Foundation/Mayo
                Medical Center)
                Series 1992 A & C VRDN
                (AA+/A1+)
        8,900     7/22/96 to 8/15/96        3.35 to 3.65(A)       8,900
                                                                 18,575

                                                                               3

<PAGE>

          Par                                   Rate             Value
- --------------------------------------------------------------------------------
              Mississippi -- 0.4%
              Jackson County Port Facility
                Refunding Bonds (Chevron USA,
                Inc. Project) Series 1993
                (Aa2/P1)
      $ 1,000     7/1/96                            3.55%(A)    $ 1,000

              Montana -- 4.2%
              Forsyth (City of) PCR
                (Portland General Electric
                Company Colstrip
                Project)
                Series 1983 A
                (Aaa/P1, AAA/A1+)
        6,300     7/3/96                            3.20(A)       6,300
                Series 1983 D
                (Aa1/P1, AA+/A1+)
        2,000     7/3/96                            3.30(A)       2,000
                Series 1984 (Aa1/P1)
        3,400     7/3/96                            3.30(A)       3,400
                                                                 11,700
              Nebraska -- 2.4%
              Omaha Public Power
                District (P1, A1+)
        6,500     9/25/96 to 10/11/96       3.55 to 3.60          6,500

              North Carolina -- 0.9%
              Winston-Salem (City of)
                Water & Sewer Revenue
                Bonds Series 1988
                (Aa/VMIG1, AA/A1+)
        1,000     8/20/96                           3.60(A)       1,000
                Series 1994 VRDN
                (Aa/VMIG1, AA+/A1+)
        1,600     7/3/96                            3.30(A)       1,600
                                                                  2,600

              Oregon -- 0.1 %
              St. Helens, Oregon
                PCR VRDN
                (Portland General Electric)
                Series 1985 B
                (Aa3/VMIG1, AA-/A1)
          400     7/1/96                            3.55(A)         400

              Pennsylvania -- 6.9%
              Allegheny County Hospital
                Development Authority
                (Presbyterian  Hospital)
                Series A, B, & D VRDN
                (Aaa/VMIG1, AAA/A1+)
       11,250     7/5/96                            3.55(A)      11,250


        Par                                     Rate             Value
- --------------------------------------------------------------------------------
            Pennsylvania -- Continued
                Series B2 VRDN
                (A1/VMIG1)
      $ 1,090     7/5/96                            3.55%(A)    $ 1,090
              Pennsylvania Higher
                Educational Facilities
                Authority Carnegie
                Mellon University
                Series 1995B, C & D VRDN
                (AA-/A1 +)
        6,700     7/1/96                            3.70(A)       6,700
                                                                 19,040

              South Carolina -- 5.0%
              Berkeley County PCR Bonds
                (Amoco Chemical
                Company Project)
                Series 1994 VRDN
                (Aa1/VMIG1, AAA/A1+)
        3,100     7/1/96                            3.55(A)       3,100
              South Carolina Public
                Service TECP (P1, A1)
       10,650     8/22/96 to 10/9/96        3.40 to 3.60         10,650
                                                                 13,750
              Texas -- 5.8%
              Capital Industrial
                Development
                Corporation PCR Bonds
                (Motorola, Inc. Project)
                Series 1984 VRDN
                (AA/A1+)
        2,600     7/3/96                            3.55(A)       2,600
              Harris County,
                Texas PCR Bonds
                (Exxon Project) Series
                1984A & B VRDN
                (Aaa, AAA/A1+)
        2,300     7/1/96                            3.60(A)       2,300
              Harris County, Texas
                Health Facilities
                Development Corp.
                Hospital Revenue
                Bonds (The Methodist
                Hospital)
                Series 1994
                VRDN (AA/A1+)
        2,100     7/1/96                            3.70(A)       2,100

4

<PAGE>

        Par                                     Rate             Value
- --------------------------------------------------------------------------------
              Texas -- Continued
              Harris County,
                Texas Health Facilities
                Development Corp.
                Hospital Revenue
                Bonds (St. Luke's
                Episcopal Hospital Project)
                Series B, C & D
                VRDN (AA/A1+)
      $ 5,100     7/1/96                            3.70%(A)    $ 5,100
                Texas (State of )
                TRAN Series 1995A
                (MIG1, SP1+)
        4,000     8/30/96                           4.75          4,005
                                                                 16,105

              Utah -- 1.0%
            Intermountain Power
              Agency Variable Rate
                Power Supply Revenue
                Bonds Series 1985F
                VRDN
                (Aa1 /VMIG1, AA+/A1+)
        2,700     9/15/96                           3.35(A)       2,700

              Virginia -- 0.4%
              Prince William County IDA
                PCR Bonds (Virginia
                Electric and Power
                Company) Series 1986
                VRDN
                (A3/VMIG1, A-/A1)
        1,000     8/23/96                           3.65(A)       1,000

              Washington -- 7.3%
              Washington (State of)
                Adjustable Rate GO
                Series VR - 96B
                (Aa/VMIG1, AA/A1+)
       13,000     7/3/96                            3.25(A)      13,000
              Washington State Housing
                Finance Committee
                Series 1988B VRDN
                (AAA/A1+)
        7,075     7/3/96                            3.25(A)       7,075
                                                                 20,075


         Par                                    Rate             Value
- --------------------------------------------------------------------------------
              Wisconsin -- 3.7%
              Carlton (Town of) PCR
                Refunding Bonds
                Series 1991B & C
                (Wisconsin Power and
                Light Company
                Projects) VRDN
                (Aa2/VMIG1, AA/A1+)
      $ 4,200     7/1/96                            3.70%(A)    $ 4,200
              Oak Creek (City of) PCR
                Series 1986 (Wisconsin
                Electric Power Company
                Project) VRDN
                (Aa3/P1, AA)
        2,100     7/3/96                            3.45(A)       2,100
              Wisconsin (State of)
                Operating Notes
                Series 1995 (MIG1, SP1+)
        4,000     6/16/97                           4.50          4,023
                                                                 10,323
              Wyoming -- 0.8%
              Lincoln County PCR Bonds
                (Exxon Project) Series
                1985 (Aaa/P1, AAA/A1+)
          500     7/1/96                            3.55(A)         500
              Lincoln County PCR Bonds
                (PacifiCorp Project)
                Series 1991
                (Aaa/VMIG1, AAA/A1+)
        1,500     7/24/96                           3.45(A)       1,500
              Sublett County PCR Bonds
                (Exxon Project)
                Series 1984
                (Aaa/P1, AAA/A1+)
          200     7/1/96                            3.55(A)         200
                                                                  2,200
              Total Investments, at
                amortized cost and
                value -- 104.5%                                 288,853(B)
              Other Assets Less
                Liabilities--(4.5)%                             (12,328)

              Net assets applicable to
              276,553 shares
              outstanding-- 100.0%                             $276,525
              Net asset value per
              share                                               $1.00

(A) The rate shown is the rate as of June 30, 1996 and the  maturity  shown is
    the longer of the next interest  readjustment  date or the date the
    principal amount owed can be recovered through demand.
(B) Also  represents  cost  for  federal  income  tax  purposes.
    A guide to abbreviations appears on the next page.
    See notes to financial statements.

                                                                               5

<PAGE>

Legg Mason Tax Exempt Trust, Inc.

Investment Abbreviations:

      BAN         Bond Anticipation Note
      IDA         Industrial Development Authority
      PCR         Pollution Control Revenue
      TAN         Tax Anticipation Note
      TECP        Tax-Exempt Commercial Paper
      TRAN        Tax and Revenue Anticipation Note
      VRDN        Variable Rate Demand Note

Municipal Note, Commercial Paper and Bond Ratings:

      Municipal Notes
           MIG1 and MIG2: Moody's Investors Service, Inc. ratings for state and
      municipal notes and other  short-term  obligations  are designated
      Moody's  Investment  Grade (MIG).  Notes  bearing the  designation  MIG1
      are judged to be of the best quality and notes  bearing the  designation
      MIG2 are judged to be of high quality (VMIG1 and VMIG2 are ratings for
      variable rate obligations).
           SP1 and SP2:  The two  highest  municipal  note  ratings  assigned by
      Standard & Poor's  Ratings  Group. A plus (+) sign may be added to the SP1
      rating  to  indicate   that  an  issue   possesses   very  strong   credit
      characteristics.

      Commercial Paper
           P1 and P2: Prime 1 and Prime 2 are the two highest  commercial  paper
      ratings assigned by Moody's Investors Service, Inc.
           A1 and A2: The two  highest  commercial  paper  ratings  assigned  by
      Standard  &  Poor's  Ratings  Group.  A plus (+)  sign  designates  issues
      possessing very strong credit characteristics.

      Municipal Bonds
           Aaa, Aa, A and Baa: Investment grade bond ratings assigned by Moody's
      Investors  Service,  Inc. A numeric modifier (1, 2, and 3) may be added to
      the ratings to indicate  high,  medium and low relative  credit  strength,
      respectively, within a particular rating category.
           AAA,  AA,  A and BBB:  Investment  grade  bond  ratings  assigned  by
      Standard & Poor's Ratings Group. A plus (+) or minus (-) sign may be added
      to the ratings to indicate  relative  credit  strength within a particular
      rating category.
           The Moody's or Standard & Poor's ratings indicated are believed to be
      the most recent ratings  available at June 30, 1996. These ratings are not
      audited by the Fund's independent accountants.

Maturity Schedule of Portfolio:

                       June 30, 1996
- --------------------------------------------------------------------------------
                                            Percentage of
       Maturity Period    Amount/Par         Portfolio
- --------------------------------------------------------------------------------
                              (000)                   (cum)
           1-7 days        $128,515          44.5%   44.5%
          8-30 days          15,755           5.5    50.0
         31-45 days          20,400           7.1    57.1
         46-65 days          18,350           6.3    63.4
         66-90 days          46,688          16.2    79.6
        90-120 days          40,750          14.1    93.7
      Over 120 days          18,300           6.3   100.0
                           $288,758         100.0%

      Average Weighted Maturity -- 59 days

6

<PAGE>

Statement of Operations
Legg Mason Tax Exempt Trust, Inc.
For the Six Months Ended June 30, 1996  (Unaudited)


      (Amounts in Thousands)
- --------------------------------------------------------------------------------
Investment Income:
        Interest                                                        $4,516

Expenses:
        Advisory fee                                             $660
        Transfer agent and shareholder servicing expense           67
        Custodian fee                                              46
        Registration fees                                          37
        Audit and legal fees                                       26
        Reports to shareholders                                     9
        Directors' fees                                             5
        Other expenses                                              9
                                                                  859
          Less compensating balance credits                        (4)
          Total expenses, net of compensating balance credits              855
      Net Investment Income                                             $3,661
- --------------------------------------------------------------------------------


Statement of Changes in Net Assets
Legg Mason Tax Exempt Trust, Inc.

<TABLE>
<CAPTION>
                                                                                         For the Six            For the
                                                                                        Months Ended          Year Ended
      (Amounts in Thousands)                                                            June 30, 1996      December 31, 1995
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                         (Unaudited)
<S> <C>
Change in Net Assets:
      Net investment income                                                                $ 3,661               $ 7,383
      Distributions to shareholders from net investment income                              (3,661)               (7,383)
      Increase in net assets from Fund share transactions                                   51,869                 2,166
      Increase in net assets                                                                51,869                 2,166

Net Assets:
      Beginning of period                                                                  224,656               222,490
      End of period                                                                       $276,525              $224,656
</TABLE>

      See notes to financial statements.

                                                                               7

<PAGE>

Financial Highlights
Legg Mason Tax Exempt Trust, Inc.

           Contained below is per share operating  performance  data for a share
      of common stock outstanding,  total investment  return,  ratios to average
      net assets and other  supplemental data. This information has been derived
      from information provided in the financial statements.


<TABLE>
<CAPTION>
                                                    For the Six                For the Years Ended December 31,
                                                   Months Ended    --------------------------------------------------------
                                                   June 30, 1996     1995       1994         1993        1992       1991
- ---------------------------------------------------------------------------------------------------------------------------
                                                    (Unaudited)
<S> <C>
Per Share Operating Performance:
      Net asset value, beginning of period              $1.00       $1.00       $1.00        $1.00       $1.00      $1.00

      Net investment income                               .0138       .0313       .0223        .0174       .0231      .0386
      Dividends paid from net investment income          (.0138)     (.0313)     (.0223)      (.0174)     (.0231)    (.0386)
      Net asset value, end of period                    $1.00       $1.00       $1.00        $1.00       $1.00      $1.00
      Total return                                       2.80%(C)    3.17%       2.25%        1.75%       2.34%      3.93%


Ratios/Supplemental Data:
      Ratios to average net assets:
        Total expenses(A)                                 .65%(C)     .66%         --           --          --         --
        Net expenses(B)                                   .65%(C)     .65%        .65%         .69%        .73%       .69%
        Net investment income                            2.77%(C)    3.14%       2.23%        1.74%       2.33%      3.88%

      Net assets, end of period (in thousands)        $276,525    $224,656    $222,490     $237,611    $170,046   $176,752
</TABLE>


(A) Pursuant to new Securities Exchange Commission regulations effective
    December 31, 1995, this ratio reflects total expenses before compensating
    balance credits. Previously, the credits were included in the ratio.
(B) This ratio reflects total expenses reduced by the impact of compensating
    balance credits
(C) Annualized

    See notes to financial statements.

8

<PAGE>

Notes to Financial Statements
Legg Mason Tax Exempt Trust, Inc.


(Amounts in Thousands)  (Unaudited)
- --------------------------------------------------------------------------------
1. Significant Accounting Policies:
           The Legg Mason Tax Exempt Trust,  Inc.,  ("Fund") is registered under
      the  Investment  Company  Act  of  1940,  as  amended,   as  an  open-end,
      diversified investment company.

      Security Valuation
           Portfolio  securities  are valued  under the  amortized  cost method,
      which approximates current market value. Under this method, securities are
      valued at cost when purchased and,  thereafter,  a constant  proportionate
      amortization  of any discount or premium is recorded until maturity of the
      security.

      Dividends to Shareholders
           Dividends are declared daily and paid monthly.  Net investment income
      for dividend  purposes  consists of interest  accrued plus original  issue
      discount earned, less amortization of market premium and accrued expenses.
      At June 30, 1996, dividends payable of $278 were accrued.

      Security Transactions
           Security  transactions  are  accounted  for on the trade date and the
      cost  of   investments   sold  is   determined  by  use  of  the  specific
      identification   method  for  both  financial  reporting  and  income  tax
      purposes.  At June 30, 1996, $15,090 was payable for securities  purchased
      but not yet received.

      Compensating Balance Credits
           The Fund has an arrangement with its custodian bank whereby a portion
      of the  custodian's  fees are paid  indirectly  by  credits  earned on the
      Fund's  cash on deposit  with the bank.  This  deposit  arrangement  is an
      alternative to purchasing overnight investments.

      Federal Income Taxes
           No provision for federal income or excise taxes is required since the
      Fund intends to continue to qualify  as a  regulated  investment  company
      and  distribute  all of its taxable  income to its  shareholders.  The
      Fund has  unused  capital  loss carryforwards  for federal income tax
      purposes of $26 which expire in 2000 through 2002.

2. Fund Share Transactions:
           The Fund is authorized to issue 2,000,000 shares of common stock with
      a par  value  of  $.001  per  share.  At June 30,  1996,  paid in  capital
      aggregated  $276,553.  Since  the Fund has sold and  redeemed  shares at a
      constant  net  asset  value of $1.00  per  share,  the  number  of  shares
      represented by such sales and redemptions is the same as the amounts shown
      below for such transactions:

                                       For the Six            For the
                                       Months Ended         Year Ended
                                      June 30, 1996      December 31, 1995
- --------------------------------------------------------------------------------
      Shares sold                        $479,194            $879,501
      Shares reinvested                     3,301               7,219
      Shares repurchased                 (430,626)           (884,554)
- --------------------------------------------------------------------------------
      Net change                         $ 51,869            $  2,166
- --------------------------------------------------------------------------------

3. Transactions with Affiliates:
           Legg Mason Fund Adviser, Inc. ("Adviser"), an affiliate of Legg Mason
      Wood Walker, Incorporated,  serves as the Fund's investment adviser and is
      responsible  for  the  investment  management  of the  Fund's  assets.  As
      compensation for its advisory  services,  the Fund pays the Adviser a fee,
      calculated  daily and payable  monthly,  at an annual rate of 0.50% of the
      Fund's average daily net assets. Advisory fees of $114 were payable to the
      Adviser at June 30, 1996.
           Legg Mason also has an agreement  with the Fund's  transfer  agent to
      assist with  certain of its duties.  For this  assistance,  Legg Mason was
      paid $21 by the transfer agent for the six months ended June 30, 1996.

                                                                               9



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