ELFUN INCOME FUND
N-30D, 1996-03-07
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<PAGE>


[GRAPHIC]

GE LOGO



ELFUN FUNDS
ANNUAL REPORT
December 31, 1995



<PAGE>

                                                 UNDERSTANDING YOUR REPORT

                                                            Page
                                                            ____

ELFUN FUNDS' SPECTRUM                         INSIDE FRONT COVER
     HOW YOUR FUNDS MATCH UP WITH THE RISK/RETURN SPECTRUM

CHAIRMAN'S LETTER                                              1
                   DALE FREY ON MARKET EVENTS

REVIEW OF PERFORMANCE 
AND SCHEDULES OF INVESTMENTS

  ELFUN GLOBAL FUND                                            2
  ELFUN TRUSTS                                                 7
  ELFUN DIVERSIFIED FUND                                      12
  ELFUN TAX-EXEMPT INCOME FUND                                20
  ELFUN INCOME FUND   . .                                     28
  ELFUN MONEY MARKET FUND                                     35
     PORTFOLIO MANAGERS DISCUSS YOUR FUNDS' RESULTS IN 1995

FINANCIAL STATEMENTS                                          41
      FINANCIAL HIGHLIGHTS AND STATEMENTS OF ASSETS AND 
      LIABILITIES, OPERATIONS, AND CHANGES IN NET ASSETS

NOTES                                                         50
             NOTES TO THE FINANCIAL STATEMENTS

INDEPENDENT AUDITORS' REPORT                                  55
                THE ACCOUNTANT'S OPINION

ELFUN FUNDS INVESTMENT TEAM   . .                             56

SHAREHOLDER INQUIRIES                          INSIDE BACK COVER
         HOW YOU CAN OBTAIN MORE INFORMATION

_______________________________________________________________________________

ON THE COVER:  GE Investments' portfolio managers are pictured making a trade
               in one of our newly upgraded trading rooms. During 1995, 
               GE Investments made technological improvements in an effort 
               to create state-of-the-art trading facilities.



<PAGE>


                                INVESTMENT STRATEGY
_______________________________________________________________________________

CONSERVATIVE                    MODERATE                      AGGRESSIVE


FINDING THE RIGHT MIX OF RISK AND RETURN
_______________________________________________________________________________



MUTUAL FUND CATEGORIES                                        POTENTIAL
                                                             RISK/RETURN
                                                              SPECTRUM
_______________________________________________________________________________

GLOBAL GROWTH This category includes international stock funds that invest in 
common stocks and other equity securities of companies located primarily 
outside the United States. Compared with domestic stocks, these funds offer 
potentially higher returns, but carry additional risks.

Growth This category includes stock funds designed to pursue long-term 
growth. Balanced and asset allocation funds investing in diversified 
portfolios of bonds, other fixed income securities and money market 
instruments, as well as stocks may also be included. Although stocks 
historically have offered the greatest growth potential, they have fluctuated 
more in price from day to day.

Income This category includes taxable or tax-exempt bond funds. Depending on 
the types of bonds or other fixed income securities in which the funds 
invest, these funds seek to provide a moderate to high level of current 
income, while aiming to preserve an investor's original investment value. 
Stability This category seeks to provide strong safety and stability of 
principal while providing current income. Funds in this category are built 
around high-quality, short-term securities with remaining maturities of 13 
months or less.




<PAGE>

Finding the right mix of risk and return

ELFUN FUNDS
_______________________________________________________________________________

ELFUN GLOBAL FUND

ELFUN TRUSTS
ELFUN DIVERSIFIED FUND

Each investor has a unique notion of what the "right" mix of risk and return 
should be. You may, for example, be an investor who seeks to maintain the 
highest possible degree of stability in your portfolio, and therefore favors 
money market securities. Or, you may be at the opposite end of the spectrum -- 
someone who is willing to accept and tolerate higher degrees of risk in 
exchange for the potential of higher returns offered by stocks. Because 
higher returns generally mean greater price fluctuations and potential loss, 
investment decisions will always revolve around this tradeoff.


ELFUN TAX-EXEMPT INCOME FUND

ELFUN INCOME FUND

To help you align your portfolio's particular blend of risk and return 
with your investment preferences, Elfun Funds strives to offer an 
evenly balanced array of investment options.

ELFUN MONEY MARKET FUND

As illustrated at left, each fund in the Elfun family of funds falls into 
a distinct category that is designed to match up with the various stages of 
the risk/return spectrum. Using this guide, you can fashion a diversified 
portfolio to help you achieve your individual investment goals while 
maintaining a level of risk acceptable to you. Through this type of 
approach, Elfun Funds can truly be your core investment program.





<PAGE>

                                                   A LETTER FROM THE CHAIRMAN

DEAR SHAREHOLDER:

This past year marks some exciting changes at GE Investments.  We have 
devoted significant efforts and resources to improving our customer service 
capabilities.  Our GE Inquiry Center has been expanded to accommodate major 
technology improvements.  Each of our inquiry specialists has undergone 
extensive training in order to provide you with more valuable information.  
In addition, we continue to upgrade our trading areas with the latest 
equipment for trading, news and information  to assure that our analysts stay 
on top of the markets.  In the same spirit of change, you'll note some 
improvements to this year's annual report.  We have organized the report to 
be more interesting and informative for you.  For example, we added helpful 
fund information on the inside front cover to guide you through the report.  
Also, we have expanded our reviews of performance to include more fund 
highlights.

                           PERFORMANCE HIGHLIGHTS

[GRAPHIC]
PHOTO OF DALE F. FREY

After weak financial performance in 1994, financial markets rebounded 
tremendously in 1995, especially in the U.S. The Elfun Funds followed this 
trend with Elfun Trusts leading the way in performance with an annual return 
of 39.2%, the 3rd best year for the Fund since 1954.  Elfun Diversified had 
its best year ever, with a 27.1% return, benefiting from the Fund's 
allocation in the U.S. stock market.  The fixed income funds were boosted by 
lower interest rates in 1995, with both Elfun Income (18.2% return) and Elfun 
Tax-Exempt (17.3% return) achieving double digit performance.

          All of the Elfun Funds, except  Elfun Global, outperformed the 
average of their peers' returns for the year, based on calculations by Lipper 
Analytical Services, an independent mutual fund rating service.  
Additionally, the 1995 annual returns of Elfun Trusts and Elfun Money Market 
were in the top 10% of their Lipper peers. 

          The average total returns for each applicable Lipper category, and 
complete details of each fund's performance can be found on various 
performance review pages contained in this annual report.

                              MARKET OVERVIEW

Strong corporate earnings were reported throughout 1995, along with low 
inflation and decreasing interest rates. Merger and acquisition activity 
topped $450 billion for the year and cash flows into equity mutual funds 
exceeded $100 billion, setting records for both measures. These factors drove 
the S&P 500 up 37.6% for the year.

          Bonds recovered after the worst market in history in 1994, reacting 
well to indications of an economy under control. The 1995 returns were 18.5%, 
as measured by the Lehman Brothers Aggregate Bond Index. The Lehman Brothers 
Municipal Bond Index, returned 17.5% for the year, a strong performance 
considering that tax reform concerns hovered over the tax-exempt market 
throughout the year.

          International equity market performance, as measured by the MSCI 
EAFE Index, lagged the U.S. equity markets with a return of 11.2% for the 
year.  This underperformance was primarily driven by Japan, where weak 
economic prospects and impending "bad debt" problems at financial 
institutions held Japanese equities to only a 0.7% gain in 1995. European 
markets posted a respectable return of 21.8% for the year. We believe 
European companies continue to represent excellent global values as 
cost-cutting efforts begin to pay off.

                                MARKET OUTLOOK

All in all, 1995 was a terrific year for the financial markets.  Looking 
forward, the potential certainly exists for a short-term market correction 
given current high market valuation levels.  Over the long term however, 
lower interest rates, controlled inflation, and stable economic growth should 
result in a continuation of long-term growth in the financial markets.

          It was a pleasure to serve your investment needs in 1995 and we 
look forward to helping you meet your financial objectives in 1996.


/s/ Dale F. Frey
Dale F. Frey
Chairman of the Board and President
GENERAL ELECTRIC INVESTMENTS CORPORATION

                                     -1-



<PAGE>

                                                             ELFUN INCOME FUND

Q
&
A

BOB MACDOUGALL LEADS THE TAXABLE FIXED INCOME TEAM AT GE INVESTMENTS. ASSETS 
UNDER MANAGEMENT EXCEED $14 BILLION. HIS RESPONSIBILITIES INCLUDE MANAGING 
THE ELFUN INCOME FUND, ELFUN MONEY MARKET FUND AND THE FIXED INCOME PORTION 
OF THE ELFUN DIVERSIFIED FUND. BOB JOINED GE INVESTMENTS IN 1986 AS MUTUAL 
FUND PORTFOLIO MANAGER AND WAS NAMED TO HIS PRESENT POSITION IN 1992. 
PREVIOUSLY HE WAS WITH GE'S CORPORATE TREASURY OPERATION MANAGING THE 
COMPANY'S $2 BILLION PORTFOLIO OF MARKETABLE SECURITIES AND SUPPORTING THE 
TREASURER IN THE AREAS OF DEBT MANAGEMENT AND CAPITAL STRUCTURE PLANNING.  
PRIOR TO THAT, BOB HELD VARIOUS FINANCIAL MANAGEMENT POSITIONS SINCE JOINING 
GE IN 1973. HE HOLDS BACHELOR'S AND MASTER'S DEGREES IN BUSINESS 
ADMINISTRATION FROM THE UNIVERSITY OF MASSACHUSETTS.

Q  HOW DID THE ELFUN INCOME FUND PERFORM COMPARED WITH BENCHMARKS IN 1995?

A  Elfun Income Fund achieved a total return of 18.2% in 1995.  This compares 
with a 16.6% average return for 157 mutual funds in Lipper peer group of 
Intermediate Bond funds. The Lehman Brothers Aggregate Bond Index had a 
return of 18.5%.

[GRAPHIC]
PHOTO OF BOB MAC DOUGALL


Q  HOW DID MARKET EVENTS IN 1995 IMPACT THE FUND?

A  The bond market has been on a roller coaster the last 
couple of years. From February 1994 until February 1995, the Federal Reserve 
was tightening monetary policy to slow economic growth. In July 1995 the Fed 
moved to an accommodative posture and lowered short-term rates.  The market, 
anticipating this shift, rallied from early in the year with long rates 
falling to 5.95% in December.

The defensive position which we established to preserve capital in 1994 kept 
us from fully participating in the rally during the first quarter of 1995.  
Favorable sector allocation and good individual security selection allowed us 
to recoup the shortfall.        

Q  DESCRIBE YOUR SECTOR ALLOCATION PROCESS.

A  The U.S. bond market is comprised of three primary sectors:  governments, 
corporate bonds and mortgage-backed securities (e.g. Ginnie Maes).  While 
similar in the sense they generate yield and have price sensitivity to 
changes in interest rates, these sectors do not perform in lockstep.  We 
diversify our portfolio across all three sectors to reduce risk but also seek 
to add performance by over/under weighting based on our outlook on relative 
value.  In 1995, demand for incremental yield caused the corporate sector to 
perform the best.  Mortgages, on the other hand, underperformed treasuries 
due to investor concern over homeowner's ability to pay off their mortgages 
and refinance in a falling interest rate environment.

Q  HOW ARE YOU POSITIONED AT THE START OF 1996?

A  The current economic expansion will soon be entering its fifth year.  Both 
fiscal and monetary policy seem restrictive.  Inflation is well controlled.  
We believe (hope) there will be less volatility in the market with return 
consisting primarily of income with little or no price appreciation.
In that environment we will tend to be overweighted in 
mortgage-backed securities and, to a lesser extent, 
corporates to pick up incremental yield over Treasuries.


                                       -28-


<PAGE>

                                                          ELFUN INCOME FUND

               Comparison of Change in Value of a $10,000 Investment

[GRAPHIC]
LINE CHART

Data for line chart to follow:

<TABLE>
<CAPTION>

           ELFUN INCOME
_______________________________

          ELFUN          LB 
         INCOME      AGGREGATE
_______________________________
<S>         <C>         <C>
1985      10,000      10,000
1986      11,650      11,530
1987      11,743      11,853
1988      12,624      12,789
1989      14,429      14,644
1990      15,670      15,962
1991      18,193      18,515
1992      19,394      19,886
1993      21,275      21,814
1994      20,786      21,182
1995      24,569      25,100
</TABLE>


                 Average Annual Total Return
           for the periods ended December 31, 1995

                           One       Five          Ten
                          Year       Year         Year
Elfun Income             18.21%      9.42%        9.41%
LB Aggregate             18.47%      9.48%        9.63%

                                 INVESTMENT PROFILE

A Fund designed for investors who seek maximum current income consistent with 
prudent management and preservation of capital through investments in a variety 
of fixed income securities.

                  *Lipper Performance Comparison
                  BASED ON 12/31/95 TOTAL RETURNS 
                   INTERMEDIATE BOND PEER GROUP

                                     One             Five           Ten
                                    Year             Year          Year
Fund's rank in peer group:            35               12            3
Number of Funds in peer group:        157              37           10
Peer group average total return:    16.62%           8.88%        8.87%
Lipper categories in peer group:    INTERMEDIATE INVESTMENT GRADE CORP.
                                       
        *SEE NOTES TO PERFORMANCE FOR EXPLANATION OF PEER CATEGORIES.

   Quality Ratings as of December 31, 1995
                                       Percent of 
MOODY'S RATINGS +                      MARKET VALUE
AAA                                          79.80%
AA                                            1.17%
A                                             6.20%
Baa                                           7.76%
Ba                                            4.96%
NR                                            0.11%
+Moody's Investors Service, Inc. is a nationally recognized 
statistical rating organization.

______________________

SEE PAGE 39 FOR NOTES TO PERFORMANCE.
PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.

                                      -29-



<PAGE>

            SCHEDULE OF INVESTMENTS (DOLLARS IN THOUSANDS) -- DECEMBER 31, 1995

                                  ELFUN INCOME FUND

[GRAPHIC]
PIE CHART
data for pie chart to follow:

Short Term                 6.4%
Corporate Notes           23.8%
Asset Backed              11.5%
Mortgage-Backed           32.8%
U.S. Government           25.5%

DUE TO SECURITY LENDING ACTIVITY, THE ABOVE PORTFOLIO BREAKDOWNS ARE BASED
ON TOTAL MARKET VALUE OF INVESTMENTS.

<TABLE>
<CAPTION>

                                     PRINCIPAL
                                        AMOUNT        VALUE
____________________________________________________________
<S>                                    <C>              <C>

BONDS AND NOTES--118.3%

U.S. TREASURIES--32.2%
    U.S. Treasury Bonds
  6.25%      08/15/23                $   800          $ 823
  6.875%    08/15/25                   1,500          1,692(j)
  7.50%      11/15/24                     75            90
  7.625%    02/15/25                   3,501          4,281(j)
  8.125%    08/15/19                   1,855          2,333(j)
  9.00%      11/15/18                  1,000          1,362
  12.00%    05/15/05 - 08/15/13        3,390          5,105
                                                     15,686

    U.S. Treasury Notes
  5.50%      11/15/98                  2,400          2,418
  5.625%    11/30/00                   1,676          1,691
  5.75%      09/30/97 - 10/31/97       2,850          2,876
  5.875%    08/15/98                   3,690          3,748(j)
  6.125%    05/15/98 - 09/30/00       10,494         10,773(j)
  6.25%      08/31/00                    500            517
  6.50%      05/15/05 - 08/15/05       7,160          7,624(j)
  6.75%      04/30/00                  5,395          5,678
  7.50%      02/15/05                  8,306          9,414(j)
  7.875%    11/15/04                   1,074          1,243
  8.00%      05/15/01                  7,900          8,843(j)
                                                     54,825

    TOTAL U.S. TREASURIES
         (COST $67,455)                              70,511

ASSET BACKED--14.5%
    Advanta Credit Card Master Trust Corp.
  6.098%    09/01/00                  $1,672          $1,673(e)
  6.218%    10/01/01                   1,000           1,002(e)
    Advanta Mortgage Loan Trust Corp.
  6.30%      07/25/25                    373             367
  6.31%      04/25/26                    588             590(e)
    AT & T Universal Card Master Trust
  5.95%      10/17/02                    400             404
    Caterpillar Financial Asset Trust
  6.10%      06/25/00                    367             368
    Conti Mortgage Home Equity
  7.63%      05/15/09                    445             450
    Discover Card Master Trust
  6.128%    04/16/02                   1,000           1,001(e)
  6.208%    10/16/04                   1,700           1,707(e)
  6.70%      02/16/00                    400             407
    First USA Credit Card Master Trust
  6.108%    04/15/03                   1,300           1,299(e)
  6.288%    10/15/03                     300             301(e)
  6.308%    08/15/03                     700             704(e)
    Fleetwood Credit Grantor Trust
  6.55%      05/16/11                    474             481
    General Motors Acceptance Corp.
  5.55%      05/15/97                     46              46
    Household Affinity Credit Card Trust
  6.088%    05/15/01                   1,000             999(e)
    Household Finance Corp.
  8.15%      03/19/96                    332             334
    ITT Floorplan Receivables
  9.75%      02/15/01                  4,307           4,308(e)
    MBNA Master Credit Card Trust
  5.86%      03/15/00                  1,500           1,502(e)
  6.088%    03/15/01                   1,000             999(e)
  6.108%    01/15/02                   1,540           1,540(e)
    Merrill Lynch Credit Corp.
  6.338%    10/15/20                     586             586(e)
    Morgan Stanley Capital Inc.
  6.388%    10/15/04                     598             603(e)
    Option One
  6.306%    11/20/26                   1,889           1,889(e)
    Peoples Bank Credit Card Master Trust
  6.088%    03/15/01                   1,000           1,000(e)


________________

SEE NOTES TO SCHEDULES OF INVESTMENTS AND FINANCIAL STATEMENTS


                                      -30-



<PAGE>

            SCHEDULE OF INVESTMENTS (DOLLARS IN THOUSANDS) -- DECEMBER 31, 1995

<CAPTION>

                                     PRINCIPAL
                                        AMOUNT        VALUE
_______________________________________________________________
<S>                                    <C>              <C>

    Premier Auto Trust
  5.95%      12/06/98                 $   400          $   402
    Southern Pacific Secured Assets Corp.
  6.125%    12/26/96                      480              480(e)
    Standard Credit Card Master Trust
  5.82%      05/08/00                   3,000            3,001(e)
  6.55%      10/07/07                     600              617
  6.75%      06/07/00                     500              514
    TMS Trust
  6.458%    06/15/25                    1,642            1,644(e)
    Wachovia Credit Card Master Trust
  6.108%    03/15/03                      600              600(e)

    TOTAL ASSET BACKED
         (COST $31,760)                                 31,818

CORPORATE NOTES--30.1%
    Advanta Corp.
  6.01%      11/29/96                   1,000          1,001  (e)
    American Airlines
  9.71%      01/02/07                     786            913
    American Home Products
  7.70%      02/15/00                     500            535
    Arkla Inc.
  9.20%      12/18/97                   1,000          1,057
    Banco Nacional De Comercio Corp.
  7.25%      02/02/04                     400            309
    Bank of China
  8.25%      03/15/14                     250            250
    Banque Paribas
  8.35%      06/15/07                     300            338
    BBV International Finance Ltd.
  7.00%      12/01/25                     280            280
    BCH Cayman Islands
  8.25%      06/15/04                     800            879
    Bell Telephone Co.
  8.35%      12/15/30                     600            754
    Capital One Bank
  6.212%    03/20/96                    1,100          1,101  (e)
  6.43%      06/29/98                   1,500          1,519
  6.48%      08/15/97                     415            419
    Central Maine Power Co.
  7.40%      06/02/98                     150            153
    China International Trust & Investment Corp.
  9.00%      10/15/06                     190          216
    Cleveland Electric Illuminating Co.
  8.29%      11/15/99                   1,000          1,023
    CoAmerica Bank
  7.50%      01/17/96                     310          310
    Columbia/Healthcare Corp.
  8.36%      04/15/24                     550          645
    Dean Witter Discover & Co.
  5.93%      12/29/97                   1,000          1,000  (e)
    Delta Air Lines Inc.
  7.79%      12/01/98                     915          958
  9.875%    01/01/98                      500          537
    Dresdner Bank A G
  7.25%      09/15/15                     280          299
    Duty Free International Inc.
  7.00%      01/15/04                     450          435
    Equitable Life Assured Society
  7.70%      12/01/15                     350          355
    Finova Capital Corp.
  6.375%    10/15/00                      400          406
  6.75%      11/15/04                     600          615
    First USA Bank
  5.93%      11/13/96                     620          620  (e)
    Ford Motor Credit Co.
  7.25%      05/15/99                     500          522
    Ford Motor Credit Medium Term Note
  5.98%      04/19/99                   5,000          5,005  (e)
    Foster Technology Inc.
  6.75%      11/15/05                     275          283
    General Motors Acceptance Corp.
  5.93%      11/15/96                   2,500          2,503  (e)
  8.375%    01/19/99                    1,500          1,609
    General Motors Corp.
  8.89%      08/18/03                    300          346
    Great Atlantic & Pacific Tea Inc.
  9.125%    01/15/98                     400            422
    Hanson Overseas B V
  6.75%      09/15/05                    155          160


________________

SEE NOTES TO SCHEDULES OF INVESTMENTS AND FINANCIAL STATEMENTS


                                      -31-



<PAGE>

            SCHEDULE OF INVESTMENTS (DOLLARS IN THOUSANDS) -- DECEMBER 31, 1995

<CAPTION>

                                     PRINCIPAL
                                        AMOUNT        VALUE
________________________________________________________________
<S>                                    <C>              <C>
    Harnischfeger Industries
  7.25%      12/15/25                 $   345          $   348
    HSBC Finance Nederland B.V.
  7.40%      04/15/03                      150              157  (b)
    Hydro Quebec
  8.05%      07/07/24                      500              571
  8.25%      04/15/26                    1,000            1,135
  11.75%    02/01/12                       510              750
    Istituto Banca San Paolo
  6.275%    08/25/00                       900              898  (e)
    ITT Corp. (new)
  6.25%      11/15/00                      440              445
    Joy Technologies Inc.
  10.25%    09/01/03                       800              906
    KFW International Finance Inc.
  8.20%      06/01/06                      725              846
    Landeskreditbank Baden
  7.875%    04/15/04                       570              639
    Lehman Brothers Inc.
  7.125%    07/15/02                     1,200            1,241
    Liberty Mutual Insurance Co.
  8.20%      05/04/07                     500               554  (b)
  8.50%      05/15/25                      200              223  (b)
    Markel Corp.
  7.25%      11/01/03                      250              257
    McDonnell Douglas Finance Corp.
  6.135%    05/28/96                      500               501  (e)
    Merrill Lynch & Co. Inc.
  6.032%    05/19/98                    3,000             3,000  (e)
  6.64%      09/19/02                     750               770
    Methanex Corp.
  7.40%      08/15/02                     270               283
    Metropolitan Life Insurance Co.
  7.80%      11/01/25                     400               417  (b)
    Morgan Stanley Group Inc.
  6.082%    05/18/98                    1,800             1,803  (e)
    Multiva Mexico Trust Corp.
  9.75%      06/09/97                     300               264  (b)
    Nationsbank Corp.
  5.775%    03/27/98                    1,360             1,358  (e)
  5.963%    05/26/98                    1,000             1,000  (e)
  5.973%    06/02/98                    1,000             1,000  (e)
  7.55%      01/09/96                     310               310  (e)
    New American Capital Inc.
  7.688%    04/12/00                      500               501  (b,e)
    Newfoundland Province Canada
  9.875%    06/01/20                      500               667
    News America Holdings Inc.
  9.125%    10/15/99                      750               829
  10.125%  10/15/12                       815               986
    North Atlantic Energy Corp.
  9.05%      06/01/02                      905              935
    Ontario Province Canada
  7.00%      08/04/05                      275              293
    Oryx Energy Co.
  10.00%    06/15/99                       750              814
    Petroleos Mexicanos
  6.813%    03/08/99                       510              454  (b)
    Prudential Insurance Co. America
  8.30%      07/01/25                      100              107  (b)
    Public Service Co.
  8.875%    05/15/96                       250              253
    Quaker Oats Co.
  6.71%      07/13/05                      250              258
  7.28%      08/29/05                      275              294
    Republic of Italy
  6.875%    09/27/23                       295              288  (d)
    RHG Finance Corp.
  8.875%    10/01/05                    1,000             1,047
    RJR Nabisco Inc.
  8.75%      04/15/04                   1,000             1,034
    Royal Caribbean
  11.375%  05/15/02                       125               137
    Smurfit Capital
  7.50%      11/20/25                      850              887
    Societe Nationale Des Chemins
  8.875%    12/01/24                       300              378  (b)
    St. George Bank Ltd.
  7.15%      10/01/05                      350              362  (b)
    Swiss Bank Corp.
  7.50%      07/15/25                      250              274
    Taubman Realty Group L.P.
  8.00%      06/15/99                      660             692


_______________

SEE NOTES TO SCHEDULES OF INVESTMENTS AND FINANCIAL STATEMENTS


                                     -32-



<PAGE>

           SCHEDULE OF INVESTMENTS (DOLLARS IN THOUSANDS) -- DECEMBER 31, 1995

<CAPTION>
                                    PRINCIPAL
                                        AMOUNT        VALUE
_____________________________________________________________

<S>                                  <C>             <C>
    Tele-Communications Inc.
  6.43%      03/09/98                  $  750          $757
  7.13%      02/02/98                   1,000         1,022
  8.75%      08/01/15                     350          388
  9.25%      04/15/02                     200          227
    Time Warner Entertainment Co. L.P.
  10.15%    05/01/12                      500          620
    Time Warner Inc.
  7.75%      06/15/05                     275          286
    Tosco Corp.
  7.00%      07/15/00                     250          255
    Unisys Corp.
  10.625%  10/01/99                       500          442
    United Air Lines Inc.
  9.75%      08/15/21                     110          132
  10.67%    05/01/04                      480          579
  11.21%    05/01/14                      325          430
    United Co. Financial Corp.
  7.00%      07/15/98                     250          255
    Viacom Inc.
  7.75%      06/01/05                     950        1,009
    Woolworth Corp.
  7.00%      06/01/00                     500          509

    TOTAL CORPORATE NOTES
        (COST $64,180                               65,854

MORTGAGE-BACKED--41.5%
    Federal Home Loan Mortgage Corp.
  6.50%      06/01/08 - 06/01/24         8,260        8,277
  6.50%      TBA                         2,520          2,533  (c)
  6.75%      07/01/03 - 12/01/06           451          456
  7.00%      11/01/09 - 08/01/25         2,441        2,478
  7.00%      TBA                        12,680          12,791  (c)
  7.50%      06/01/23 - 04/01/25         6,714        6,890
  7.75%      09/01/07 - 03/01/09         1,102        1,147
  8.00%      08/01/16                      426          447
  8.00%      TBA                         4,700          4,871  (c)
  8.25%      06/01/08                      256          267
  8.50%      04/01/09                      623          652
  8.75%      03/01/08                      183          191
                                                     41,000


    Federal National Mortgage Assoc.
  6.00%      09/01/08 - 08/01/09      $   864      $   855
  7.00%      07/01/17                     528          539
  7.50%      06/01/09 - 02/01/14         1,210        1,253
  7.75%      01/01/09                      426          445
  9.00%      07/01/07 - 12/01/24         1,398        1,472
                                                     4,564
    Government National Mortgage Assoc.
  7.50%      04/15/23 - 03/15/24         1,993        2,053
  7.50%      03/20/25                    1,486          1,513  (i)
  8.00%      04/15/17 - 10/15/25        11,348      11,827
  9.00%      07/15/09 - 07/15/17         8,420        9,118
  9.50%      12/15/09                    1,215          1,333
                                                      25,844

    Collateralized Mortgage Obligations
    Aetna Commercial Mortgage Trust
  6.422%    12/26/30                     600          602
    American Southwest Financial Securities Corp.
  0.70%      01/18/09                 2,605             83  (g)
  1.078%    01/18/09                  3,585            198  (g)
  7.30%      10/17/01                    413          429
    Asset Securitization Corp.
  7.10%      08/13/29                    711          745
    Community Program Loan Trust
  4.50%      10/01/18                  2,000          1,766
    DLJ Mortgage Acceptance Corp.
  6.65%      12/17/27                    456          465  (b)
  6.85%      12/17/27                    427          435  (b)
    FDIC REMIC Trust
  7.85%      09/25/25                    900          928
    Federal Home Loan Mortgage Corp.
  3.50%      11/15/07                 1,453          1,218
  8.00%      04/15/20                   480          502
  1089.16%09/15/22                        8          162  (g)
    Federal National Mortgage Assoc.
  2.21%      07/25/10                 3,000            409  (g)
  2.335%    07/25/10                    780           89  (g)
  2.525%    07/25/10                  1,894            181  (g)
  8.00%      07/01/24                 1,831            412  (g)
  8.921%    10/01/24                  1,812          1,518  (d,f)
  9.967%    08/25/23                    821          693  (d,f)



_________________

SEE NOTES TO SCHEDULES OF INVESTMENTS AND FINANCIAL STATEMENTS


                                      -33-



<PAGE>

                                       ELFUN INCOME FUND (DOLLARS IN THOUSANDS)

<CAPTION>

                                    PRINCIPAL
                                        AMOUNT          VALUE
_______________________________________________________________
<S>                                   <C>               <C>

Federal National Mortgage Assoc. REMIC
  6.965%    07/25/10                   $680       $703
    LB Commercial Conduit Mortgage Trust
  2.37%      05/25/05                 5,989        686  (g)
  7.144%    08/25/04                    594        611
    Merrill Lynch Mortgage Investor's Inc.
  7.115%    05/25/15                    298          306
  7.523%    06/15/21                    696          714
    Mid-State Trust
  8.33%      04/01/30                 2,133          2,306
    Residential Resources Inc.
  8.00%      10/01/18                   290          300
    Salomon Brothers Mortgage Securities Inc.
  8.125%    11/01/12                    356          370
    Sawgrass Finance REMIC Trust
  6.45%      01/20/06                   700          711
    Vornado Finance Corp.
  6.36%      12/01/00                  1,880        1,875  (b)
                                                   19,417

    TOTAL MORTGAGE-BACKED
         (COST $88,950)                        90,825

    TOTAL BONDS AND NOTES
         (COST $252,345)                        259,008


<CAPTION>
                                                     NUMBER
                         EXPIRATION DATE/                OF
                             STRIKE PRICE         CONTRACTS               VALUE
_______________________________________________________________________________
<S>                             <C>                  <C>                    <C>
CALL OPTIONS PURCHASED--0.0%
    U.S. Treasury Notes Jan. 96/103.25                  355                 12
       (cost $5)

    TOTAL INVESTMENTS IN SECURITIES
          (COST $252,350)                                             259,020

<CAPTION>
                                    Principal
                                        Amount          Value
_____________________________________________________________
<S>                                   <C>              <C>
SHORT TERM INVESTMENTS--8.1%
U.S. Government Agencies, Certificates of 
Deposits and Time Deposits--7.6%
    Algemene Bank Nederland N.V.
  7.39%      01/12/96                  $  310         $  310
    Deutsche Bank AG
  5.82%      01/05/96                   5,000          5,000
    Federal Home Loan Mortgage Corp.
  5.60%      01/03/96                   2,000          2,000
  5.75%      01/02/96                   4,500          4,499
    Goldman Sachs Group LP
  6.05%      01/03/96                   4,000          3,998
    San Paolo
  6.40%      01/02/96                     430            430
    State Street Cayman Islands
  5.875%    01/02/96                      390            390
                                                      16,627

REPURCHASE AGREEMENT--0.5%
    State Street Bank and Trust Co.
  5.75%      01/02/96                  1,000           1,000
(dated 12/29/95, proceeds
    $1,001, collateralized by $1,026
    United States Treasury Note,
    9.25%, 2/01/16)

    TOTAL SHORT TERM INVESTMENTS
         (COST $17,627)                               17,627
    OTHER ASSETS AND LIABILITIES, 
    NET (26.4)                                       (57,767)

    NET ASSETS -- 100%                              $218,880

  OTHER INFORMATION
The Elfun Income Fund had the following long Futures Contracts open at 
December 31, 1995:

<CAPTION>
                                   Number
                     EXPIRATION        OF       UNDERLYING    UNREALIZED
DESCRIPTION           DATE        CONTRACTS     FACE VALUE          GAIN
________________________________________________________________________
<S>                    <C>           <C>            <C>            <>C
U.S. Treasury       March 1996       52           $6,316            $152
</TABLE>


______________

SEE NOTES TO SCHEDULES OF INVESTMENTS AND FINANCIAL STATEMENTS




                                     -34-





<PAGE>

                                          NOTES TO PERFORMANCE (UNAUDITED)

Total returns assume changes in share price and reinvestment of dividends 
and capital gains. Investment returns and principal value on an investment 
will fluctuate and you may have a loss or gain when you sell your shares. 

A portion of the Elfun Tax-Exempt Fund's income may be subject to state, 
federal and/or alternative minimum tax. Capital gains, if any, are subject to 
capital gains tax.

The Standard & Poor's Composite Index of 500 Stocks (S&P 500), MSCI World 
Index, Lehman Brothers Aggregate Bond Index (LBKL), and the 90 Day U.S. 
Treasury Index (90 day T-bill) are unmanaged indices and do not reflect the 
actual cost of investing in the instruments that comprise each index. The S&P 
500 Index is a composite of the prices of 500 widely held U.S. stocks 
recognized by investors to be representative of the stock market in general. 
The MSCI World Index is a composite of 1,579 stocks of companies in 22 
countries representing the European, Pacific Basin and American regions. The 
MSCI World Index is widely used by global investors. The Lehman Brothers 
Aggregate Bond Index is a composite index of short, medium, and long-term 
bond performance and is widely recognized as a barometer of the bond market 
in general. The Lehman Brothers Municipal Bond Index is a composite of 
investment-grade (Baa or greater), fixed-rate municipal bonds with maturities 
greater than two years and is considered to be representative of the 
municipal bond market. The 90 Day U.S. Treasury Index is the average return 
on three month U.S. Treasury Bills. The results shown for the foregoing 
indices assume reinvestment of net dividends or interest.

Broad market index returns are calculated from the nearest month end to the 
Funds' inception date for funds with less than ten years of performance. The 
Donoghue yields represent the average yields of 772 taxable money market 
funds.

The peer universe of funds used in our peer ranking calculation is based on 
the blend of Lipper peer categories, as shown. This blend is the same as the 
category blend used by the Wall Street Journal (except for the Elfun 
Diversified Fund for which we use the specific Lipper peer group and Elfun 
Money Market which is not in the Wall Street Journal). The actual number of 
funds and numerical rankings in these universes could differ since the Wall 
Street Journal excludes certain funds which do not meet their net asset or 
shareholder publication thresholds. Lipper is an independent mutual fund 
rating service located in Summit, Jersey.

General Electric Investment Corporation agreed to limit certain fees and 
expenses of the Elfun Global, Elfun Diversified and Elfun Money Market Fund 
in prior years, as described in detail in the Funds' prospectus. In the 
absence of these limitations, the total returns for the Elfun Global and 
Elfun Diversified Funds would have been lower for the 5 year and since 
inception periods and for the Elfun Money Market Fund, the 5 year and since 
inception period would have been 4.48% and 4.80% respectively.

The Funds' portfolios are actively managed and their composition will vary 
over time. The specific holdings cited throughout the report are for 
illustrative purposes only and may not represent current or future 
investments of the Funds. They are not intended to constitute a 
recommendation to purchase or sell any particular security. See the 
prospectus for complete descriptions of investment objectives, policies and 
permissible investments.

                                       -39-



<PAGE>

                     NOTES TO SCHEDULE OF INVESTMENTS (DOLLARS IN THOUSANDS)

(a)    Non-income producing security.

(b)    Pursuant to Rule 144A of Securities Act of 1933, these securities may
       be resold in transactions exempt from registration, normally to
       qualified institutional buyers. At December 31, 1995, these securities 
       amounted to $1,253, $665 and $6,192 or 0.9%, 0.9% and 2.8% of net 
       assets for the Elfun Global Fund, Elfun Diversified Fund and Elfun 
       Income Fund, respectively.

(c)    Settlement is on a delayed delivery or when issued basis with 
       final maturity to be announced (TBA) in the future.

(d)    Coupon amount represents effective yield.

(e)    Floating rate coupon. The stated rate represents the rate at 
       December 31, 1995.

(f)    Principal only securities represent the right to receive the 
       monthly principal payments on an underlying pool of mortgages. 
       No payments of interest on the pool are passed through to the 
       principal only holder.

(g)    Interest only securities represent the right to receive the 
       monthly interest payments on an underlying pool of mortgages. 
       Payments of principal on the pool reduce the value of the interest 
       only holding.

(h)    Restricted securities. Securities are not registered under the 
       Securities Act of 1933, or have contractual or legal restrictions 
       to resale. Dates of acquisition and costs are shown in parentheses 
       after the titles of the restricted securities.  The Fund does not 
       intend to register these securities and therefore should not bear 
       any costs of registration. These restricted securities are fair 
       valued by officers of the Funds under procedures authorized by the 
       Trustees. At December 31, 1995, the fair value of these restricted 
       securities represented $4,000 or 0.3% of net assets of Elfun Trusts.

(i)    Adjustable rate mortgage coupon. The stated rate represents the rate 
       at December 31, 1995.

(j)    All or a portion of security out on loan.


ABBREVIATIONS:

ITL          --  Italian Lira

ADR          ---  American Depository Receipt

AMBAC        ---  AMBAC Indemnity Corporation

BIG          ---  Bond Investment Guarantee

FSA          ---  Financial Security Assurance

MBIA         ---  Municipal Bond Insurance Association

REMIC        ---  Real Estate Mortgage Investment Conduit


                                       -40-



<PAGE>


                                                       FINANCIAL HIGHLIGHTS
SELECTED DATA BASED ON A SHARE OUTSTANDING DURING THE YEAR ENDED DECEMBER 31:

<TABLE>
<CAPTION>

ELFUN INCOME FUND                        1995       1994        1993       1992       1991
___________________________________________________________________________________________
<S>                                      <C>        <C>         <C>        <C>        <C>
Net asset value, beginning of year       $10.55    $11.68      $11.58     $11.92    $11.10

INCOME (LOSS) FROM
 INVESTMENT OPERATIONS:
 Net investment income                     0.77      0.70        0.73       0.86      0.89
 Net realized and unrealized
  gains (losses) on investments            1.09     (0.97)       0.38      (0.10)     0.82
___________________________________________________________________________________________

TOTAL INCOME (LOSS) FROM
 INVESTMENT OPERATIONS                     1.86     (0.27)       1.11       0.76      1.71
___________________________________________________________________________________________

LESS DISTRIBUTIONS FROM:
 Net investment income                     0.77      0.70        0.73       0.87      0.89
 Net realized gains                        0.00      0.16        0.28       0.23      0.00
___________________________________________________________________________________________

TOTAL DISTRIBUTIONS                        0.77      0.86        1.01       1.10      0.89
___________________________________________________________________________________________

NET ASSET VALUE, END OF YEAR             $11.64    $10.55      $11.68     $11.58     $11.92

TOTAL RETURN                              18.21%    (2.33%)      9.72%      6.61%     16.13%

RATIOS/SUPPLEMENTAL DATA:
 Net assets, end of year
  (in thousands)                      $218,880   $185,665    $199,478   $175,210   $137,873
 Ratio of net investment income
  to average net assets                   6.90%      6.34%       6.10%      7.24%      7.75%
 Ratio of expenses to
  average net assets                      0.25%      0.30%       0.17%      0.22%      0.36%
 Portfolio turnover rate                   367%       215%        131%        62%       133%

</TABLE>

____________
SEE NOTES TO FINANCIAL STATEMENTS


                                          -43-



<PAGE>
<TABLE>
<CAPTION>

STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1995 (AMOUNTS IN THOUSANDS)

                                         ELFUN
                                        INCOME
                                         FUND
<S>                                       <C>
ASSETS
 Investments in securities,
  at market (Cost $119,844,
  $652,502, $58,326,
  $1,180,703, $252,350, and
  $0, respectively)                  $259,020
 Short term investments
  (at amortized cost)                  17,627
 Cash                                      82
 Foreign currency
  (cost $924, $14, $123,
  $0, $0, and $0,
  respectively)                             0
 Receivable for
  investments sold                          0
 Dividends receivable                       0
 Interest receivable                    2,884
 Tax reclaim receivable                     9
 Receivable for
  fund shares sold                        136
 Variation margin receivable               18
_______________________________________________

   TOTAL ASSETS                       279,776
_______________________________________________

LIABILITIES
 Options written, at market
  (Premium received $0, $46,
   $0, $0, $0, and
   $0, respectively)                        0
 Distributions payable
  to shareholders                         188 
 Payable upon return of
  securities loaned                    40,164 
 Payable for investments purchased     20,140 
 Payable for fund shares repurchased      226 
 Payable to GEIC                          178 
 Variation margin payable                   0
_______________________________________________

   Total liabilities                   60,896
_______________________________________________

NET ASSETS                           $218,880
_______________________________________________

NET ASSETS CONSIST OF:
 Capital paid in                     $212,711 
 Undistributed net
  investment income                       199 
 Accumulated net realized
  gain (loss)                            (854)
 Net unrealized appreciation
  (depreciation) on:
  Investments                           6,670
  Futures                                 152 
  Written options                           0 
  Foreign currency transactions             2
_______________________________________________

NET ASSETS                           $218,880 
_______________________________________________

Shares outstanding (Par value
 $10, $10, $10, $10,
 $10, and $1,
 respectively)                         18,807 
Net asset value, offering
 and redemption
 price per share                       $11.64 
</TABLE>

____________
SEE NOTES TO FINANCIAL STATEMENTS


                                          -45-



<PAGE>


STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1995
(AMOUNTS IN THOUSANDS)

<TABLE>
<CAPTION>


                                            ELFUN
                                        INCOME FUND
<S>                                     <C>
INVESTMENT INCOME
 INCOME:
  Dividends                                 $0
  Interest                              14,532
  Less: Foreign taxes withheld               0
______________________________________________

TOTAL INCOME                            14,532
______________________________________________

EXPENSES:
 Administrative expenses                   105
 Shareholder servicing agent expenses       90
 Transfer agent expenses                   185
 Custody and accounting                     41
 Professional fees                          28
 Registration, filing, printing and
   miscellaneous expenses                   65
______________________________________________

TOTAL EXPENSES                             514
______________________________________________

NET INVESTMENT INCOME                   14,018
______________________________________________

NET REALIZED AND UNREALIZED
 GAIN (LOSS) ON INVESTMENTS

 Realized gain (loss) on:
  Investments                            4,970
  Futures                                1,389
  Written options                           17
  Foreign currency transactions           (103)
 Increase (decrease) in
  unrealized appreciation/
  depreciation on:
 Investments                            13,299
 Futures                                   152
 Written options                             0
 Foreign currency transactions              (6)
______________________________________________

Net realized and unrealized gain
 (loss) on investments                  19,718
______________________________________________

NET INCREASE IN NET ASSETS
 RESULTING FROM OPERATIONS             $33,736
______________________________________________

</TABLE>



____________
SEE NOTES TO FINANCIAL STATEMENTS

                                      -47-



<PAGE>



STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
 (AMOUNTS IN THOUSANDS)

<TABLE>
<CAPTION>
                                              ELFUN
                                              INCOME
                                               FUND
                                       1995             1994
_______________________________________________________________

<S>                                 <C>             <C>

INCREASE IN NET ASSETS
 OPERATIONS:
  Net investment income             $14,018         $12,091
  Net realized gain (loss)
   on investments,
   futures, written options,
   and foreign
   currency transactions              6,273          (7,125)
  Net increase (decrease) in
   unrealized appreciation
   /depreciation                     13,445          (9,677)
_______________________________________________________________

  Net increase (decrease)
   from operations                  33,736           (4,711)
_______________________________________________________________

 DISTRIBUTIONS TO UNITHOLDERS FROM:
   Net investment income           (14,022)         (12,091)
   Net realized gains                    0           (2,744)
_______________________________________________________________

 TOTAL DISTRIBUTIONS               (14,022)         (14,835)
_______________________________________________________________

  Increase (decrease)
   in net assets from
   operations and distributions     19,714          (19,546)
_______________________________________________________________

 SHARE TRANSACTIONS:
   Proceeds from sale of shares     25,816           24,712
   Value of distributions
    reinvested                      11,863           12,841
   Cost of shares redeemed         (24,178)         (31,820)
_______________________________________________________________

  Net increase (decrease) from
   share transactions               13,501            5,733
_______________________________________________________________

 TOTAL INCREASE (DECREASE)
  IN NET ASSETS                     33,215          (13,813)

NET ASSETS
  Beginning of year                185,665          199,478
_______________________________________________________________

  End of year                     $218,880         $185,665 
_______________________________________________________________

UNDISTRIBUTED (OVERDISTRIBUTED)
 NET INVESTMENT
 INCOME, END OF YEAR                  $199            ($64)


<CAPTION>
CHANGES IN FUND SHARES

FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
(AMOUNTS IN THOUSANDS)

<S>                                  <C>               <C>
Shares sold                          2,326             2,236
Issued for distributions
 reinvested                          1,061             1,174
Shares redeemed                     (2,179)             (2,883)
_______________________________________________________________

Net increase in Fund shares          1,208             527
_______________________________________________________________

</TABLE>

____________

SEE NOTES TO FINANCIAL STATEMENTS

                                        -49-



<PAGE>


NOTES TO FINANCIAL STATEMENTS (DECEMBER 31, 1995)

  1. ORGANIZATION OF THE FUNDS

The Elfun Funds (the "Funds") are registered under the Investment Company Act 
of 1940 (as amended) ("the 1940 Act") as diversified, open-end management 
investment companies and are authorized to issue an unlimited number of 
shares. The Funds operate as Employees' Securities Companies (as defined 
in the 1940 Act) and as such are exempt from certain provisions of the 
1940 Act.

  2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The following summarizes the significant accounting policies of the Funds:

SECURITY VALUATION AND TRANSACTIONS

Securities for which exchange quotations are readily available are valued at 
the last sale price, or if no sales occurred on that day, at the last quoted 
bid price.  Certain fixed income securities are valued by a dealer or by a 
pricing service based upon a computerized matrix system, which considers 
market transactions and dealer supplied valuations. Valuations for municipal 
bonds are based on prices obtained from a qualified municipal bond pricing 
service; prices represent the mean of the secondary market.

Futures contracts are valued at the settlement price established each day by 
the board of trade or exchange on which they are principally traded.  Options 
traded on an exchange are valued using the last sale price or, in the absence 
of a sale, the last offering price. Options traded over-the-counter are 
valued using dealer-supplied valuations.  Forward foreign currency contracts 
are valued at the mean between the bid and the offered forward rates as last 
quoted by a recognized dealer.

Short term investments maturing within 60 days are valued at amortized cost 
or original cost plus accrued interest, each of which approximates market 
value.

Portfolio positions which cannot be valued as set forth above are valued at 
fair value determined under procedures approved by the Trustees.

Elfun Money Market Fund values its securities using the amortized cost 
method, which values securities initially at cost and thereafter assumes a 
constant amortization to maturity of any discount or premium. Amortized cost 
approximates market value.

Transactions are accounted for as of the trade date.  Cost is determined and 
gains and losses are based upon the specific identification method for both 
financial statement and federal tax purposes.

The Funds may purchase or sell securities on a when-issued or forward 
commitment basis.  Payment and delivery may take place a month or more after 
the date of the transaction. The price of the underlying securities and the 
date when the securities will be delivered and paid for are fixed at the time 
the transaction is negotiated. This may increase the risk if the other party 
involved in the transaction fails to deliver and causes the Fund to 
subsequently invest at less advantageous yields. In connection with such 
purchases the Funds are required to hold collateral (cash, U.S. Government 
securities or other liquid, high grade debt obligations) with the Funds' 
custodian sufficient to cover the purchase price, unless  they enter into an 
offsetting contract for the sale of equal securities and value.

FOREIGN CURRENCY

Accounting records of the Funds are maintained in U.S. dollars.  Investment 
securities and other assets and liabilities and purchases and sales of 
investment securities are denominated in foreign currency and translated to 
U.S. dollars at the prevailing exchange rate on the respective dates of such 
transactions.

The Funds do not isolate that portion of the results of operations resulting 
from changes in foreign exchange rates on investments from the fluctuations 
arising from changes in market prices of securities held.  Such fluctuations 
are included with the 



                                       -50-



<PAGE>

                   NOTES TO FINANCIAL STATEMENTS (DECEMBER 31, 1995)


net realized and unrealized gain or loss from investments.  Reported net 
realized exchange gains or losses from foreign currency transactions 
represent sale of foreign currencies, currency gains or losses between the 
trade date and the settlement date on securities transactions, realized gains 
and losses on forward foreign currency contracts, and the difference between 
the amounts of dividends, interest, and foreign withholding taxes recorded on 
the Fund's books, and the U.S. dollar equivalent of the amounts actually 
received or paid.  Net unrealized foreign exchange gains and losses arise 
from changes in the value of assets and liabilities other than investments in 
securities at fiscal year end, as a result of changes in the exchange rate.

INCOME TAXES

It is each Fund's policy to comply with all sections of the Internal Revenue 
Code applicable to regulated investment companies and to distribute all of 
its taxable income, tax-exempt income, and gains to its shareholders and 
therefore no provision for federal income tax has been made.  Each Fund is 
treated as a separate taxpayer for federal income tax purposes.

Capital loss carryovers are available to offset future realized capital 
gains.  To the extent that these carryover losses are used to offset future 
capital gains, it is probable that the gains so offset will not be 
distributed to shareholders because they would be taxable as ordinary income. 
At December 31, 1995, the Elfun Income Fund had a capital loss carryover of 
$614,528. The carryforward expires December 31, 2002.

INVESTMENT INCOME

Corporate actions (including cash dividends) are recorded net of 
non-reclaimable tax withholdings on the ex-dividend date, except for certain 
foreign securities for which corporate actions are recorded as soon as such 
information is available.  Interest income is recorded on the accrual basis.  
All discounts and premiums on taxable bonds and premi
ums on tax exempt bonds are amortized to call or maturity date, whichever is 
shorter using the effective yield method. On tax exempt bonds purchased 
before May 1, 1993, only original issue discount is amortized. For tax exempt 
bonds purchased after April 30, 1993, both market discount and original issue 
discount are amortized.

EXPENSES

Expenses of the Funds which are directly identifiable to a specific Fund are 
allocated to that Fund.  Expenses which are not readily identifiable to a 
specific Fund are allocated in such a manner as deemed equitable, taking into 
consideration the nature and type of expense and the relative sizes of the 
Funds.  All expenses of the Funds are paid by the Investment Advisor and 
reimbursed by the Funds.

The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the reported amounts of assets and liabilities at the date of the 
financial statements and the reported amounts of revenues and expenses during 
the reporting period.  Actual results could differ from those estimates.

DISTRIBUTIONS TO SHAREHOLDERS

Elfun Tax-Exempt Income Fund, Elfun Income Fund and Elfun Money Market Fund 
declare investment income dividends daily (paid monthly).  Elfun Global Fund, 
Elfun Trusts, and Elfun Diversified Fund declare and pay dividends of net 
investment income annually. All Funds declare and pay net realized capital 
gain distributions annually.  The character of income and gains to be 
distributed are determined in accordance with income tax regulations which 
may differ from generally accepted accounting principles.  Reclassifications 
are made to the Portfolios' capital accounts to reflect income and gains 
available for distribution (or available capital loss carryovers) under 
income tax regulations. The calculation of net investment 

                                       -51-



<PAGE>

                        NOTES TO FINANCIAL STATEMENTS (DECEMBER 31, 1995)


income per share in the Financial Highlights table excludes these 
adjustments.

FORWARD FOREIGN CURRENCY CONTRACTS

A forward foreign currency contract ("Forward".) is an agreement between two 
parties to buy and sell a currency at a set price on a future date. The 
market value of the Forward fluctuates with changes in currency exchange 
rates. The Forward is marked-to-market daily and the change in the market 
value is recorded by the Fund as an unrealized gain or loss.  When the 
Forward is closed, the Fund records a realized gain or loss equal to the 
difference between the value at the time it was opened and the value at the 
time it was closed. The Fund could be exposed to risk if a counterparty is 
unable to meet the terms of the contract or if the value of the currency 
changes unfavorably.  The Fund may enter into Forwards in connection with 
planned purchases and sales of securities, to hedge specific receivables or 
payables against changes in future exchange rates or to hedge the U.S. dollar 
value of portfolio securities denominated in a foreign currency.

REPURCHASE AGREEMENTS

The Funds' custodian takes possession of the collateral pledged for 
investments in repurchase agreements on behalf of the Funds. It is the policy 
of the Funds to value the underlying collateral daily on a mark-to-market 
basis to determine that the value, including accrued interest, is at least 
equal to the repurchase price. In the event of default of the obligation to 
repurchase, the Funds have the right to liquidate the collateral and apply 
the proceeds in satisfaction of the obligation.

FUTURES AND OPTIONS

The Funds, other than the Elfun Money Market Fund, may invest in futures 
contracts and may purchase and write options. These investments involve, to 
varying degrees, elements of market risk and risks in excess of the amount 
recognized in the Statement of Assets and Liabilities.  The face or contract 
amounts reflect the extent of the involvement the Funds have in the 
particular classes of instruments.  Risks may be caused by an 
imperfect correlation between movements in the price of the instruments 
and the price of the underlying securities and interest rates.  
Risks also may arise if there is an illiquid secondary market for the 
instruments, or due to the inability of counterparties to perform.  The Funds 
will invest in these instruments to hedge against the effects of changes in 
value of portfolio securities due to anticipated changes in interest rates 
and/or market conditions, to equitize a cash position, for duration 
management, or when the transactions are economically appropriate to the 
reduction of risk inherent in the management of the Fund involved.

Upon entering into a futures contract, the Fund is required to deposit either 
cash or securities in an amount (initial margin) equal to a certain 
percentage of the contract value.  Subsequent payments (variation margin) are 
made or received by the Fund each day.  The variation margin payments are 
equal to the daily changes in the contract value and are recorded as 
unrealized gains and losses.  The Fund recognizes a realized gain or loss 
when the futures contract is closed.  The Fund will realize a gain or loss 
upon the expiration or closing of the option transaction.  When an option is 
exercised, the proceeds on sales for a written call option, the purchase cost 
for a written put option, or the proceeds on the sale of the security for a 
purchased put or cost of the security for a call option is adjusted by the 
amount of premium received or paid.

SECURITY LENDING

The Funds may loan securities to well known and recognized U.S. and foreign 
brokers and banks and receive a lenders fee. These fees are included in 
interest income. The loans of securities will be collateralized by cash, 
letters of credit or U.S. Government Securities. The collateral will be 
segregated and maintained at all times with the custodian and must be equal 
to the current value of the securities loaned. In the event the counterparty 

                                       -52-



<PAGE>

                              NOTES TO FINANCIAL STATEMENTS (DECEMBER 31, 1995)


(borrower) does not meet its contracted obligation to return the securities, 
the Fund may be exposed to the risk of loss of reacquiring the loaned 
securities at prevailing market prices.

OTHER

There are certain additional risks involved when investing in foreign 
securities that are not inherent in domestic securities.  These risks may 
involve foreign currency exchange rate fluctuations, adverse political and 
economic developments and the imposition of unfavorable foreign governmental 
laws and restrictions.

  3. FEES AND COMPENSATION PAID TO AFFILIATES

ADVISORY AND ADMINISTRATION FEES

During 1995 the Funds incurred expenses for the cost of services directed by 
General Electric Company's wholly owned subsidiary, General Electric 
Investment Corporation ("GEIC"), as Investment Advisor and for services GEIC 
rendered as shareholder servicing agent. These expenses are included as 
administrative expenses and shareholder servicing agent fees in the Statement 
of Operations.  The Trustees received no compensation as Trustees for the 
Elfun Funds.

  4. AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION
        (DOLLARS IN THOUSANDS)

Aggregate gross unrealized appreciation/depreciation of investments for each 
Fund at December 31, 1995, were as follows:


<TABLE>
<CAPTION>
                               GROSS            GROSS            NET
                             UNREALIZED       UNREALIZED      UNREALIZED
                            APPRECIATION     DEPRECIATION    APPRECIATION
__________________________________________________________________________
<S>                          <C>                <C>             <C>
    Elfun Global Fund         $ 23,483           $ 6,711       $ 16,772
    Elfun Trusts               557,006             7,414        549,592
    Elfun Diversified 
      Fund                      15,269               861         14,408
    Elfun Tax-Exempt 
    Income Fund                105,517                 0        105,517
    Elfun Income Fund            7,073               403          6,670
</TABLE>

The aggregate cost of each Fund's investments was substantially the same for 
book and federal income tax purposes at December 31, 1995.
  5. OPTIONS
   (DOLLARS IN THOUSANDS)


During the year ended December 31, 1995 the following option contracts were 
written:

<TABLE>
<CAPTION>
                              ELFUN TRUSTS         ELFUN DIVERSIFIED FUND
                        ________________________  ___________________________

                             NUMBER                      NUMBER
                       OF CONTRACTS      PREMIUM    OF CONTRACTS      PREMIUM
_______________________________________________________________________________
<S>                     <C>                <C>       <C>              <C>
    Balance as of 
    December 31, 1994          100          $18           0             $0
    Written                    250           62         694            157
    Closed and Expired        (200)         (34)       (300)          (155)
    Exercised                    0            0        (394)            (2)
                              _____         ____        ____           ____
    Balance as of 
    December 31, 1995          150           $46          0             $0
                              _____         ____        ____           ____
                              _____         ____        ____           ____

<CAPTION>
                                        ELFUN INCOME FUND
                                   ________________________
                                      NUMBER
                                 OF CONTRACTS        PREMIUM
____________________________________________________________
<S>                                 <C>              <C>
    Balance as of 
    December 31, 1994                 0               $ 0
    Written                       9,600                48
    Closed and Expired           (8,680)              (44)
    Exercised                      (920)               (4)
                                  ______             _____
    Balance as of 
    December 31, 1995                 0               $ 0
                                  ______             _____
                                  ______             _____
</TABLE>

                                       -53-



<PAGE>


                           NOTES TO FINANCIAL STATEMENTS (DECEMBER 31, 1995)

  6. INVESTMENT TRANSACTIONS
    (DOLLARS IN THOUSANDS)

The cost of purchases and the proceeds from sales of investments, other 
than U.S. Government obligations, short-term investments and options, 
for the year ended December 31, 1995, were:

<TABLE>
<CAPTION>

                                      PURCHASES      SALES
___________________________________________________________

<S>                                    <C>         <C>
    Elfun Global Fund                  $73,633     $71,036

    Elfun Trusts                       152,278     160,471

    Elfun Diversified Fund              19,008      16,175

    Elfun Tax-Exempt 
     Income Fund                       739,434     701,038

    Elfun Income Fund                  402,790     427,114
</TABLE>


The cost of purchases and the proceeds from sales of 
long-term U.S. Government obligations for the year ended 
December 31, 1995, were:

<TABLE>
<CAPTION>

                                        PURCHASES     SALES
____________________________________________________________

<S>                                     <C>           <C>
    Elfun Trusts                           $ 0       $5,448

    Elfun Diversified Fund              42,112       41,083

    Elfun Income Fund                  463,603      420,805
</TABLE>

  7. SECURITY LENDING

At December 31, 1995, the Elfun Income Fund loaned securities having 
a value, including accrued interest, of approximately $39,694,174 
and received $40,478,335 in cash and letters of credit as collateral 
for the loans. Cash collateral received is invested in high grade 
liquid debt obligations and short term investments at December 31, 1995.


                                       -54-



<PAGE>

                                                INDEPENDENT AUDITORS' REPORT

[GRAPHIC]

Logo for KPMG Peat Marwick LLP

TO THE BOARD OF TRUSTEES AND
SHAREHOLDERS OF THE ELFUN MUTUAL FUNDS:

We have audited the accompanying statements of assets and liabilities of the 
Elfun Global Fund, Elfun Trusts, Elfun Diversified Fund, Elfun Tax-Exempt 
Income Fund, Elfun Income Fund and Elfun Money Market Fund, (the "Elfun 
Funds"), including the schedules of investments as of December 31, 1995, and 
the related statements of operations for the year then ended, the statements 
of changes in net assets for each of the years in the two-year period then 
ended, and the financial highlights for each of the years in the five-year 
period then ended. These financial statements and financial highlights are 
the responsibility of the Funds' management. Our responsibility is to express 
an opinion on these financial statements and financial highlights based on 
our audits.

We conducted our audits 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 as of December 31, 1995, by correspondence with the custodian
 and brokers. 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 audits provide 
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 
Elfun Funds, the results of their operations, the changes in their net assets 
and their financial highlights for the aforementioned periods, in conformity 
with generally accepted accounting principles.

                              /s/KPMG Peat Marwick
                                 KPMG Peat Marwick

New York, New York
February 8, 1996

                                       -55-



<PAGE>

                                      ELFUN FUNDS INVESTMENT TEAM

PORTFOLIO MANAGERS

ELFUN GLOBAL FUND
Ralph R. Layman

ELFUN TRUSTS
David B. Carlson

ELFUN DIVERSIFIED FUND
David B. Carlson
Robert A. MacDougall

ELFUN TAX-EXEMPT INCOME FUND
Robert R. Kaelin

ELFUN INCOME FUND
Robert A. MacDougall

ELFUN MONEY MARKET FUND
Robert A. MacDougall

TRUSTEES

Dale F. Frey
CHAIRMAN OF THE BOARD AND PRESIDENT, 
GENERAL ELECTRIC INVESTMENT CORPORATION

Eugene K. Bolton
Michael J. Cosgrove
Ralph R. Layman
Alan M. Lewis
John H. Myers
Donald W. Torey

OFFICERS OF GENERAL ELECTRIC INVESTMENT CORPORATION


SECRETARY
Alan M. Lewis

INVESTMENT ADVISOR
General Electric Investment Corporation

INDEPENDENT AUDITORS
KPMG Peat Marwick LLP

CUSTODIAN
State Street Bank & Trust Company

SHAREHOLDER SERVICING AGENT
Address all inquiries to:
GE Investments
P.O. Box 8309
Boston, MA 02266-8309

                                       -56-



<PAGE>
                                             ELFUN FUNDS SERVICES

SERVICES FOR OUR SHAREHOLDERS:

    Elfun Inquiry Center         1-800-242-0134
    Dial Comm                        8*225-4040
    Toll                         1-203-326-4040

AUDIO RESPONSE SYSTEM:

To obtain information and process account 
transactions on your Elfun Funds:

  *  Call 1-800-242-0134

  *  Press 1 on your touch-tone phone to gain access

  *  Press 2 to obtain information on the Elfun Funds

  *  Then select an option below.

    PERSONALIZED SERVICES:
    Please press zero (0) on your touch-tone phone or please hold on your 
    rotary dial phone to speak directly to an Inquiry Specialist in order to 
    obtain:

                *  General Information

                *  Fund Exchanges 

                *  Telephone Wire Redemption

                *  Change of Registration Instructions

                *  IRA Rollovers

                *  Check Reordering

    DAILY VALUE, YIELDS/PERFORMANCE              1-800-843-3359

_______________________________________________________________

     1                        2                       3
INFORMATION           SPECIFIC ACCOUNT           TRANSACTION
   ONLY                 INFORMATION               PROCESSING
_______________________________________________________________

     1                        1                       1
  TRANSFER                 ACCOUNT                 FUND
  BY MAIL                  BALANCE                 EXCHANGES
_______________________________________________________________

     2                        2                       2
  REDEEM                   LAST                    REDEMPTIONS
  BY MAIL                  TRANSACTION
_______________________________________________________________

     3                        3                       3
  CHANGE                   DUPLICATE               DUPLICATE
  ADDRESS                  STATEMENT               TAX FORMS
_______________________________________________________________

  4
  PRICE QUOTES
  LAST BUSINESS
  DAY & PERSONAL
  PRICE PORTFOLIO
_______________________________________________________________






<PAGE>






   BULK RATE
 U.S. POSTAGE
    PAID
   BOSTON, MA
PERMIT NO. 54201

ELFUN FUNDS
3003 SUMMER STREET
STAMFORD, CT 06904-7900


[GRAPHIC]
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