SIT MUTUAL FUNDS II INC
N-30D, 1996-05-30
Previous: MET COIL SYSTEMS CORP, 8-K/A, 1996-05-30
Next: PAINEWEBBER MANAGED INVESTMENTS TRUST, NSAR-B, 1996-05-30




ANNUAL REPORT                                                [LOGO] SIT
BOND FUNDS                                                   MUTUAL FUND GROUP
MARCH 31, 1996

                        A FAMILY
                        OF 100%
                        NO-LOAD FUNDS

                        * BOND FUND
                        * MINNESOTA TAX-FREE INCOME FUND
                        * TAX-FREE INCOME FUND
                        * U.S. GOVERNMENT SECURITIES FUND
                        * MONEY MARKET FUND




                         A LOOK AT THE SIT MUTUAL FUNDS

         The SIT Mutual Fund Group is managed by Sit Investment Associates, Inc.
Sit Investment was founded by Eugene C. Sit in July 1981 and is dedicated to a
single purpose, to be one of the premier investment management firms in the
United States. Sit Investment currently manages more than $4.5 billion for some
of America's largest corporations, foundations and endowments.

         The SIT Mutual Fund Group is comprised of eleven 100% no-load funds.
100% no-load means that the funds have no sales charges on purchases, no
deferred sales charges, no 12b-1 fees, no redemption fees and no exchange fees.
Every dollar you invest goes to work for you.

         Some of the other features include:

             *  Free telephone exchange
             *  Dollar-cost averaging through automatic investment plan 
             *  Electronic transfer of funds for purchases and redemptions
             *  Free check-writing privileges on bond funds 
             *  Retirement accounts including IRAs, Keoghs and 401(k) Plans



                              SIT FAMILY OF FUNDS

STABILITY:
SAFETY OF PRINCIPAL
AND CURRENT INCOME

MONEY MARKET

INCOME:
INCREASED INCOME

U.S. GOVERNMENT SECURITIES
TAX-FREE INCOME
MINNESOTA TAX-FREE INCOME
BOND

GROWTH & INCOME:
LONG-TERM CAPITAL
APPRECIATION AND INCOME

BALANCED
GROWTH & INCOME

GROWTH:
LONG-TERM CAPITAL
APPRECIATION

DEVELOPING MARKETS GROWTH
SMALL CAP GROWTH
INTERNATIONAL GROWTH
GROWTH


PRINCIPAL STABILITY                     GROWTH
& CURRENT INCOME                        POTENTIAL





                              SIT MUTUAL FUND GROUP
                            BOND FUNDS ANNUAL REPORT
                                TABLE OF CONTENTS

                                                                    PAGE

Chairman's Letter............................................        2

Performance Review...........................................        4

Fund Reviews and Portfolios of Investments

      Bond Fund..............................................        6

      Minnesota Tax-Free Income Fund.........................       10

      Tax-Free Income Fund...................................       16

      U.S. Government Securities Fund........................       26

      Money Market Fund......................................       30

Notes to Portfolios of Investments...........................       33

Statements of Assets and Liabilities.........................       34

Statements of Operations.....................................       35

Statements of Changes in Net Assets..........................       36

Notes to Financial Statements................................       38

Financial Highlights.........................................       41

Independent Auditors' Report.................................       46

Federal Income Tax Information...............................       47



         This document must be preceded or accompanied by a Prospectus.



SIT MUTUAL FUND GROUP
CHAIRMAN'S LETTER - MARCH 31, 1996


[PHOTO]

Dear Fellow Shareholders:

     Domestic financial markets provided strong results during the twelve months
ended March 31, 1996 amid moderate economic growth, fluctuating interest rates,
contained inflation and healthy but decelerating advances in corporate profits.

ECONOMIC OVERVIEW

     Market expectations for economic slowing in late 1995 changed abruptly
during the first quarter of 1996 as large employment gains in February and
March, combined with increased retail spending, signaled renewed economic
strength. Investors had originally perceived that first quarter growth would be
hampered by adverse weather conditions combined with federal and corporate work
interruptions. According to recently released real GDP figures, the economy
expanded beyond expectations at a +2.8% annual rate during the first quarter of
1996. Personal consumption expenditures, the largest component of GDP, increased
noticeably on rising consumer confidence, larger than normal tax refunds and
substantial mortgage refinancing activity caused by declining interest rates in
the second half of 1995. Growth in nonresidential fixed investments was also up,
suggesting sustained momentum in the capital spending cycle. Despite the
economy's strength during the first quarter, we believe that relatively higher
interest rates will eventually impact consumer and business spending during the
second half of the year. Accordingly, we believe the economy will grow at a
moderate rate slightly exceeding +2.0% for calendar 1996.

     Economic strength in the first calendar quarter of 1996 fueled inflationary
concerns that negatively impacted the bond market. Although job creation tapered
off in April, the nation's unemployment rate fell to 5.4%, a level that some
economists have associated with upticks in wage pressures. In addition, certain
commodity prices, particularly those for crude oil, gasoline and some
agricultural commodities, rose considerably during the quarter. Despite these
rising commodity prices, the Consumer Price Inflation and Producer Price
Inflation Indices remained fairly stable, showing year-over-year gains of +2.9%
and +2.5%, respectively, as seen in the charts on the accompanying page. We
believe that a portion of the commodity price increases are the result of
seasonal factors. More recently, prices for raw materials like crude oil and
grains have actually decreased. We would expect the consumer to begin seeing the
benefits of lower prices for finished goods, particularly for gasoline, in
coming weeks. We are keeping a close watch over broad price levels, in general,
and wage levels, in particular, since they represent the largest component of
consumer inflation. Our forecast for inflation, as measured by the CPI, remains
in the +2.5% to +3.0% range for 1996.

     In light of increased economic activity and rising commodity prices, the
Federal Reserve did not change short-term interest rates at its most recent FOMC
meeting in March. Having expressed concern over a slowing economy as recently as
January, the Fed has indicated that a reversal of last year's inventory
correction could sustain the economy over the near term. Moreover, in its most
recent Beige Book release, the Fed stated that it is forecasting economic growth
and inflation at moderate levels, reducing the likelihood of near-term
adjustments to short-term interest rates. We believe that the Fed is likely to
remain neutral for the time being until further evidence unfolds on the progress
of the economy. Barring any significant change in economic data, long-term
interest rates should remain within a fairly constrained trading range between 6
1/2% and 7 1/4%.

     On the fiscal policy front, the balanced budget debate appears to have been
put on hold as November's elections draw near. Both President Clinton and
Senator Dole have recently drawn attention to the minimum wage issue as well as
to the repeal of a federal gasoline tax as a means of appealing to the
electorate. As the campaign progresses, broader issues, such as entitlement
spending on health care, welfare, and Social Security, should come to the fore.
In recent months, both parties finally came to an agreement on the fiscal 1996
budget, enacted a presidential line-item veto and passed a major farm bill. For
the first six months of fiscal 1996, the federal deficit showed an improvement
of $18.4 billion over the previous year, and estimates for the 1996 fiscal year
are now in the $138 to $145 billion range.

     The U.S. dollar has exhibited signs of strength during the course of the
past year after bottoming against a basket of G-10 currencies in April 1995, and
it has strengthened considerably against the yen and the mark. While European
monetary authorities have room to lower short-term rates further to bolster
their ailing economies, the Bank of Japan actually raised short-term rates
slightly on evidence that the Japanese economy may finally be turning in a
positive direction. We believe that the dollar will show continued signs of
improvement, but export growth should not be affected negatively by its gradual
rise.


BROAD-BASED INFLATION MEASURES REMAIN AT ACCEPTABLY LOW LEVELS


CONSUMER PRICE INFLATION
Year-over-year change in prices paid by consumers

                                  [LINE CHART]


PRODUCER PRICE INFLATION
Year-over-year change in prices paid for finished goods by manufacturers

                                  [LINE CHART]



SOURCE:  ISI GROUP & DEPARTMENT OF COMMERCE, MAY 10 & 14, 1996.


STRATEGY SUMMARY

     Fixed income markets reacted negatively to the first quarter's economic
strength, sending 30-year U.S. Treasury bond yields up 100 basis points since
December 1995 to the 7.0% level. Despite this increase, long-term yields remain
below their March 1995 level of 7.4%. Based on our outlook for moderate economic
growth and generally stable inflation in 1996, we believe long-term yields
should remain within a fairly contained range of 6 1/2% to 7 1/4% and that any
prospects for reductions in short-term rates will depend on evidence of
moderating economic momentum.

     In line with our expectations for steady economic growth, our longer range
forecast calls for somewhat lower long-term interest rates compared to current
levels. Our taxable investment strategy continues to emphasize securities that
provide high levels of income and relative principal stability. In the U.S.
Government Securities Fund, seasoned pools of high coupon mortgage-backed
securities performed well. We have shifted a portion of the Bond
Fund's portfolio to corporate bonds and asset-backed securities to take
advantage of attractive yields in these areas. Taxable portfolios are currently
positioned with durations slightly longer than their benchmark indices, and we
are looking to capitalize on opportunities to extend durations slightly on bond
market weakness.

       Tax-exempt securities underperformed taxable securities during much of
the past year but have performed well recently relative to taxable bonds as the
debate over the flat tax has subsided. Long mu- nicipal bonds are now yielding
approximately 89% of the yield offered on long Treasury bonds, compared with
over 93% for much of the past year. We expect that any action on tax reform will
not come until after the elections, so municipals should maintain their current
valuation relative to taxable issues. We continue to focus on high coupon
securities with generally stable price characteristics, such as those in the
housing sector. As bond yields increase, we will pursue opportunities to reduce
lower yielding holdings in favor of higher yielding securities with greater call
protection.

     We appreciate your continued interest and support as shareholders in the
SIT Mutual Fund Group.


With best wishes,


/s/ Eugene C. Sit
Eugene C. Sit, CFA
Chairman and Chief Investment Officer


SIT MUTUAL FUND GROUP
MARCH 31, 1996 PERFORMANCE SUMMARY - BOND FUNDS

BOND MARKET REVIEW

     Interest rates declined throughout much of 1995 in anticipation of slower
economic growth and moderate inflation during the year. The Federal Reserve
lowered the Fed Funds rate 75 basis points to 5.25% in a series of three easing
moves starting in July. However, during the first quarter of 1996, the bond
market reversed its bullish trend and experienced one of its worst quarters in
history as expectations for further Fed ease diminished with signs of economic
strength. Yields on 3-month Treasury bills and 30-year Treasury bonds increased
in the first quarter of 1996 to 5.14% and 6.67%, respectively. These yields,
however, remained below their respective levels of 5.88% and 7.43% from one year
ago.

     In the taxable market, corporates were the best performing sector over the
year. Mortgage-backed securities lagged as interest rates declined but relative
performance improved as yields moved higher in early 1996. Our taxable bond
funds' share prices were relatively stable throughout this past year, primarily
due to their continued emphasis on securities which provide stable prepayment
characteristics and a high level of interest income.

     Concerns over tax reform caused municipals to miss part of the rally in
bond prices during 1995. Yields on long term municipals approximated over 93% of
comparable maturity Treasury yields, an historically attractive valuation, for
much of the year, but moved closer to 89% in recent months. Municipals finished
the first quarter of 1996 stronger than taxable bonds, helped by lack of supply
and by renewed interest from individual buyers. The housing bond sector, with
its relative price stability, underperformed as interest rates declined in 1995
but strengthened in relative performance as interest rates increased in early
1996.

     Throughout the interest rate volatility of the past year, our funds have
consistently generated a high level of income. In addition, SIT bond funds were
able to provide shareholders competitive total returns with less volatility.
These results were consistent with the Fund's dual objectives of high income and
principal stability.


<TABLE>
<CAPTION>
                                                          TOTAL RETURN - CALENDAR YEAR                              YIELD   DISTRI-
                                                                                                             YTD    AS OF   BUTION
                                         1988         1989   1990   1991   1992   1993         1994   1995   1996  3/31/96  RATE (2)
<S>                                     <C>          <C>    <C>    <C>     <C>     <C>        <C>   <C>     <C>    <C>       <C> 
SIT BOND FUND                            ----         ----   ----   ----   ----    0.34% (1)  -1.31% 16.83% -1.34%  7.01%     6.45%

SIT MINNESOTATAX-FREE
     INCOME FUND                         ----         ----   ----   ----   ----    1.60 (1)    0.63  11.90   0.02   5.72(3)   5.60
      (NASDAQ Symbol: SMTFX)

SIT TAX-FREE INCOME FUND                2.19% (1)     8.38%  7.29%  9.25%  7.71%  10.42       -0.63  12.86  -0.40   5.71(4)   5.62
      (NASDAQ Symbol: SNTIX)

SIT U.S. GOV'T. SECURITIES FUND
      (NASDAQ Symbol: SNGVX)            7.86         11.04  10.97  12.87   5.43    7.34        1.77  11.50   0.42   6.87      6.69

SIT MONEY MARKET FUND                   ----          ----   ----   ----   ----    0.46 (1)    3.84   5.58   1.25   4.93(6)
      (NASDAQ Symbol: SNIXX)


Lehman Aggregate Bond Index             7.89         14.53   8.96  16.00   7.40  9.75/0.54(1) -2.92  18.47  -1.77
Lehman 5-Year Municipal Bond Index    6.39/0.75 (1)   9.07   7.70  11.41   7.62    8.73       -1.28  11.65   0.01
Lehman Inter. Government Bond Index     6.40         12.68   9.56  14.11   6.93    8.17       -1.75  14.41  -0.68
3-Month U.S. Treasury Bill              7.10          8.73   8.04   5.72   3.56    3.13        4.47   5.98   1.27

SIT Investment Reserve Fund             6.65          8.53   7.59   6.14   3.81    2.34(5)
    (Inception date 1/25/85.  Converted to SIT Money Market Fund on 11/1/93.)

                                                                   TOTAL RETURN
                                                      TOTAL RETURN  SIX MONTHS      AVERAGE ANNUAL TOTAL RETURNS FOR
                                                      QUARTER ENDED   ENDED          THE PERIODS ENDED MARCH 31, 1996
                                          INCEPTION      3/31/96     3/31/96   1 YEAR    3 YEARS   5 YEARS   SINCE INCEPTION

SIT BOND FUND                             12/01/93        -1.34%      2.49%     10.57%      ----      ----        5.85%

SIT MINNESOTA TAX-FREE INCOME FUND        12/01/93         0.02       3.14       7.12       ----      ----        5.97

SIT TAX-FREE INCOME FUND                  09/29/88        -0.40       2.95       7.73       6.24%     7.38%       7.54

SIT U.S. GOV'T. SECURITIES FUND           06/02/87         0.42       3.39       8.87       5.98      7.26        8.48

SIT MONEY MARKET FUND                     11/01/93         1.25       2.60       5.44       ----      ----        4.63

Lehman Aggregate Bond Index                               -1.77       2.41      10.78       5.99      8.49        5.62
Lehman 5-Year Municipal Bond Index                         0.01       2.05       7.29       5.31      7.05        7.34
Lehman Inter. Government Bond Index                       -0.68       2.64       9.10       5.20      7.59        8.30
3-Month U.S. Treasury Bill                                 1.27       2.65       5.59       4.64      4.47        5.02

</TABLE>

(1)      Period from Fund inception through calendar year-end.

(2)      Based on the last 12 monthly distributions of net investment income and
         average NAV as of 3/31/96.

(3)      For Minnesota residents in the 31%, 36% and 39.6% federal tax brackets,
         the double exempt tax equivalent yields are 9.06%, 9.77% and 10.35%,
         respectively (Assumes the maximum Minnesota tax bracket of 8.5%).

(4)      For individuals in the 31%, 36%, and 39.6% federal tax brackets, the
         federal tax equivalent yields are 8.28%, 8.92% and 9.45%, respectively
         (Income subject to state tax, if any).

(5)      Period January 1, 1993, through October 31, 1993, at which time the
         Fund converted to the SIT Money Market Fund.

(6)      Figure represents 7-day compound effective yield. The 7-day simple
         yield as of 3/31/96 was 4.82%.

PLEASE REMEMBER THAT PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS AND
IS ONLY ONE OF THE FACTORS TO CONSIDER IN CHOOSING A FUND. AS WITH ALL
INVESTMENTS, THE SHARE PRICE AND RETURN MAY VARY AND YOU MAY HAVE A GAIN OR LOSS
AT THE TIME OF SALE.


SIT BOND FUND REVIEW
MARCH 31, 1996

[PHOTO]   MICHAEL C. BRILLEY
            SENIOR PORTFOLIO MANAGER
          BRYCE A, DOTY, CFA
            PORTFOLIO MANAGER

     The SIT Bond Fund provided investors a +10.57% total return for the past 12
months. As of March 31, 1996, the Fund's 30-day SEC yield was 7.01% and the
Fund's 12-month distribution rate was 6.45%. The Fund ranked in the top 30th
percentile of the Lipper Intermediate Investment Grade Bond Fund universe for
its twelve month return. The Fund's cumulative return since its inception of
14.14% ranks in the top 10% of its Lipper universe.

     Yields on intermediate treasuries rose +0.70% over the past quarter
resulting in lower prices for most fixed income securities. The Fund's duration
was near that of the Lehman Aggregate Index throughout the year. However, the
Fund outperformed as a result of the price stability of its high coupon,
seasoned mortgage-backed holdings which constituted approximately 40% of the
portfolio.

     The Fund's most significant sector shifts during the past year included a
reduction in U.S. Treasuries to purchase additional corporate and asset-backed
securities which provide a higher level of income. The corporate purchases
included two real estate investment trust bonds which offered incremental yields
of +1.10% and +1.60% over comparable duration U.S. Treasuries. The asset-backed
purchases included two securities backed by home equity loans. Like the Fund's
mobile home pass-through and VA Vendee holdings, these securities are
characterized by relatively stable prepayments within a wide range of interest
rates, although they do prepay faster than mobile home and VA Vendee loans. The
stable prepayment experience of these types of securities results in relatively
high price stability. The home equity loans are insured to give them a Aaa/AAA
rating and offer incremental yields of +1.50% over comparable duration U.S.
Treasury notes.

     The recent rise in interest rates reflects market expectations that the
Federal Reserve will maintain short-term interest rates at current levels for
the remainder of this year. A more stable trend of bond market yields is likely
for the balance of the year as we believe economic growth of about 2% will be
maintained with contained inflation. The Fund will continue to invest in
securities that offer attractive total return potential while maintaining the
high credit quality of the Fund's investments.


                        INVESTMENT OBJECTIVE AND STRATEGY

     The investment objective of the Fund is to maximize total return,
consistent with preservation of capital. The Fund's "total return" is a
combination of income, changes in principal value and reinvested dividends.

     The Fund will pursue its objective by investing in a diversified portfolio
of fixed-income securities which include, but are not limited to, the following:
U.S. government securities; corporate debt securities; corporate commercial
paper; mortgage and other asset-backed securities.


                               PORTFOLIO SUMMARY

         Net Asset Value 3/31/96:    $9.83 Per Share
                         3/31/95:    $9.48 Per Share

                Total Net Assets:    $5.22  Million

                30-Day SEC Yield:     7.01%

                Average Maturity:    16.13 Years

      Modified Adjusted Duration:     5.12 Years (1)

(1) Duration is a measure which reflects estimated price sensitivity to a given
change in interest rates. For example, for an interest rate change of 1.0%, a
portfolio with a duration of 5 years would be expected to experience a price
change of 5%. Duration is based on current interest rates and the Adviser's
assumptions regarding the expected average life of individual securities held in
the portfolio.

                              PORTFOLIO STRUCTURE
                             (% of total net assets)

                                  [BAR GRAPH]

Agency Mortgage
Pass-Through Securities                      38.9
Asset-Backed Securities                      17.3
Corporate Bonds & Notes                      13.3
Government & Agency                          11.1
Collateralized
Mortgage Obligations                         11.1
Foreign Government                            4.6
Miscellaneous                                 2.9
Other Assets & Liabilities                    0.8



                        AVERAGE ANNUAL TOTAL RETURNS*
                               Lipper Inter.       Lehman
                  Bond       Investment Grade     Aggregate
                  Fund        Bond Fund Avg.     Bond Index

3 Months          -1.34%          -1.74%            -1.77%
   (unannualized)
1 Year            10.57            9.74             10.78
Inception          5.85            4.70              5.62
  (12/1/93)

(table continued from above)

           CUMULATIVE TOTAL RETURNS*
                   Lipper Inter.     Lehman
      Bond       Investment Grade   Aggregate
      Fund        Bond Fund Avg.   Bond Index

     -1.34%           -1.74%         -1.77%

     10.57             9.74          10.78
     14.14            11.32          13.59


* As of 3/31/96

PERFORMANCE IS HISTORICAL AND ASSUMES REINVESTMENT OF ALL DIVIDENDS AND CAPITAL
GAINS. SHARE PRICE AND RETURN WILL VARY SO THAT A GAIN OR LOSS MAY BE REALIZED
WHEN SHARES ARE SOLD. TOTAL RETURN SHOULD NOT BE TAKEN AS A REPRESENTATION OF
FUTURE PERFORMANCE. MANAGEMENT FEES AND ADMINISTRATIVE EXPENSES ARE INCLUDED IN
THE FUND'S PERFORMANCE; HOWEVER, FEES AND EXPENSES ARE NOT INCORPORATED IN THE
LEHMAN AGGREGATE BOND INDEX. THE LIPPER AVERAGES AND INDICES ARE OBTAINED FROM
LIPPER ANALYTICAL SERVICES, INC., A LARGE INDEPENDENT EVALUATOR OF MUTUAL FUNDS.


                               GROWTH OF $10,000

                                  [LINE CHART]

The sum of $10,000 invested at inception (12/1/93) and held until 3/31/96 would
have grown to $11,414 in the Fund or $11,359 in the Lehman Aggregate Bond Index
assuming reinvestment of all dividends and capital gains.


                                QUALITY RATINGS

                            (% of total net assets)

                         LOWER OF MOODY'S OR S&P USED.

                                  [PIE GRAPH]

Agency Mortgage-Backed
Securities & CMO's                        50.0%
Government & Agency                       11.1%
BBB                                       13.3%
AAA                                       12.5%
AA                                         4.8%
A                                          7.5%
Other Assets & Liabilities                 0.8%



SIT BOND FUND
PORTFOLIO OF INVESTMENTS -- MARCH 31, 1996

        QUANTITY       NAME OF ISSUER             MARKET VALUE (1)

 U.S. GOVERNMENT SECURITIES (11.1%) (2)
       1,400,000 U.S. Treasury Coupon Strip,
                   6.83% Effective Yield on
                   Purchase Date, 5/15/09             $582,148
    (cost:  $580,119)                                         
                                                              
 ASSET-BACKED SECURITIES (17.3%)                              
       250,000   Advanta Mortgage Loan Trust,                 
                   1996-1, Class A-7, 7.07%,                  
                   3/25/27                             237,344
       150,000   American Housing Trust, 8.25%,               
                   6/25/20                             147,393
       100,000   EQCC Home Equity Loan Trust,                 
                   1996-1 A5, 6.93%, 3/15/27            93,511
       250,000   Green Tree Financial Corp.,                  
                   1996-2 M1, 7.60%,  4/15/27          251,250
        75,000   Green Tree Financial Corp.,                  
                   1995-5 A6, 7.25%, 9/15/26            74,336
       100,000   Security Pacific Corp., 1995-1 A4,   
                   7.65%, 4/10/20                       97,785

 Total asset-backed securities
    (cost:  $927,192)                                  901,619

 CORPORATE BONDS (13.3%)
       275,000   Franchise Finance Corp.,
                   7.02%, 2/20/03                      262,625
       250,000   Nationwide Health Properties,
                   6.93%, 12/18/01                     245,000
       200,000   Price/ Costco Inc., Convertible
                   Deb., 5.75%, 5/15/02                187,000
 Total corporate bonds
    (cost:  $717,895)                                  694,625

 FOREIGN GOVERNMENT SECURITIES (4.6%)
       250,000   Quebec Province, 6.50%,
                   1/17/06                             240,020
    (cost:  $238,577)

 MORTGAGE PASS-THROUGH SECURITIES (38.9%)
                 Federal Home Loan Mortgage
                   Corp.:
        64,545       10.25%, 9/1/09                     70,540
        50,123       10.75%, 3/1/11                     55,226
        91,987   Federal National Mortgage
                   Association, 10.50%, 10/1/15        100,724
                 Government National Mortgage
                   Association (3):
        24,886       8.75%, 11/15/01                    26,361
        61,175       9.00%, 11/15/08                    64,232
        13,462       9.00%, 8/15/11                     14,257
        63,297       9.25%, 5/15/01                     67,447
        28,899       9.50%, 3/15/03                     30,857
       174,687       9.50%, 9/15/10                    185,048
        93,539       9.50%, 2/15/11                     99,085
         6,260       9.75%, 8/15/02                      6,678
       219,949       9.75%, 11/15/10                   235,975
        66,923       10.00%, 8/15/02                    71,452
        54,962       10.25%, 4/15/01                    58,591
        65,678       10.25%, 4/15/01                    70,024
        17,323       10.25%, 4/15/12                    18,582
        15,201       10.25%, 5/15/12                    16,296
        19,235       10.25%, 5/15/12                    20,645
       138,252       10.25%, 5/15/12                   148,380
        16,647       10.25%, 6/15/12                    17,853
        18,934       10.25%, 6/15/12                    20,319
        53,640       10.25%, 7/15/12                    57,548
        21,755       10.25%, 7/15/12                    23,365
       105,398       10.25%, 8/15/12                   113,067
        69,378       10.25%, 6/15/13                    74,542
        78,964       10.50%, 7/15/00                    84,241
        90,986       10.50%, 5/15/19                   100,238
        45,472       10.75%, 8/15/98                    46,836
        81,965       10.75%, 1/15/01                    87,191
        41,951       11.25%, 10/15/00                   44,755
                                                     
 Total mortgage pass-through securities
    (cost:  $2,039,463)                              2,030,355

 COLLATERALIZED MORTGAGE OBLIGATIONS (11.1%)
       250,000   Federal National Mortgage
                   Association, 1994-38, 6.65%,
                   12/25/23                            238,565
                 Vendee Mortgage Trust:
        41,980     1992-1 2B, 7.75%, 9/15/10            42,209
       150,000     1992-1 2D, 7.75%, 12/15/14          150,916
        75,000     1992-2 2D, 7.00%, 9/15/15            73,355
        75,000     1994-3 2D, 7.75%, 5/15/18            74,363

 Total collateralized mortgage obligations
    (cost:  $573,764)                                  579,408

CLOSED-END INVESTMENT COMPANIES (2.9%)
         2,400   American Strategic Income
                   Portfolio                            25,800
         5,600   American Strategic Income
                   Portfolio II                         60,200
         6,200   American Strategic Income
                   Portfolio III                        64,325

 Total closed-end investment companies
    (cost:  $150,402)                                  150,325


 SHORT-TERM SECURITIES (0.7%)
        39,015   Cash Management Fund, 5.23%            39,015
    (cost:  $39,015)

 Total investments in securities
    (cost:  $5,266,427)  (6)                        $5,217,515



                 See accompanying notes to portfolios of investments on page 33.




SIT MINNESOTA TAX-FREE INCOME FUND REVIEW
MARCH 31, 1996


[PHOTO]   MICHAEL C. BRILLEY
            SENIOR PORTFOLIO MANAGER
          DEBRA A. SIT, CFA
            PORTFOLIO MANAGER

     The SIT Minnesota Tax-Free Income Fund provided shareholders with a total
return of +0.02% for the three months and + 7.12% for the twelve months ended
March 31, 1996. The Fund's quarterly performance ranked #1 of 45 Minnesota
municipal funds tracked by Lipper Analytical Services and was the only positive
fund return posted for that period, while the Fund's 12-month return ranked
among the top quintile of funds in its Lipper universe. In addition, the Fund
was the top performer in the period since its inception, providing an average
annual total return of +5.97% versus the +3.63% average for the Lipper Minnesota
fund universe.

     The Fund's price per share ranged from a low of $9.93 on May 2, 1995 to a
high of $10.25 on February 14, 1996, varying less than the price of a 3-year
maturity Treasury security. These trends were in line with the general decline
in bond yields during most of 1995 and the upturn in interest rates in early
1996. The Fund's 30-day SEC yield decreased from 5.59% as of March 31, 1995 to
5.52% as of December 31, 1995 and then increased to 5.72% as of March 29, 1996,
more immediately reflecting the increase in bond yields in recent months.

     The most significant change in portfolio composition was an increase in
multi-family housing from 23.5% to 36.1%. Sectors experiencing decreased
weightings included single family housing from 25.8% to 23.4%, health care from
19.3% to 17.8% and lease bonds from 2.7% to 1.1%. The Fund's holdings in
securities rated A or better by the major ratings services increased from 45.4%
to 55.4%, primarily reflecting the investment of the Fund's 14.1% weighting in
cash at the beginning of the year. Non-rated securities increased from 34.7% to
38.3% during the year. In addition, the Fund's duration to estimated average
life gradually increased from 5.5 years to 6.9 years during the year as cash
flow was invested in more intermediate maturity securities.

     As we expect economic growth and inflation to remain moderate through the
end of the year, we will continue to seek opportunities to reduce lower-yielding
holdings and extend duration by reinvesting proceeds in securities which offer
higher coupons and greater call protection.


                        INVESTMENT OBJECTIVE AND STRATEGY

     The investment objective of the Fund is to provide a high level of current
income exempt from federal regular income tax and Minnesota regular personal
income tax as is consistent with the preservation of capital.

     The Fund will endeavor to invest 100% of its assets in municipal
securities, the income from which is exempt from federal regular income tax and
Minnesota regular personal income tax. The Fund anticipates that substantially
all of its distributions to its shareholders will be exempt as such. For
investors subject to the alternative minimum tax ("AMT"), up to 20% of the
Fund's income may be treated as an item of tax preference that is included in
the alternative minimum taxable income.


                                PORTFOLIO SUMMARY

          Net Asset Value  3/31/96:   $10.09 Per Share
                           3/31/95:   $ 9.96 Per Share

                  Total Net Assets:   $62.98 Million

                  30-Day SEC Yield:     5.72%

              Tax Equivalent Yield:    10.35% (1)

                  Average Maturity:    19.16 Years

   Duration to Estimated Avg. Life:     6.91 Years (2)

(1) For individuals in the 39.6% Federal and 8.5% MN tax brackets.
(2) Duration is a measure which reflects estimated price sensitivity to a given
change in interest rates. For example, for an interest rate change of 1.0%, a
portfolio with a duration of 5 years would be expected to experience a price
change of 5%. Duration is based on current interest rates and the Adviser's
assumptions regarding the expected average life of individual securities held in
the portfolio.

                              PORTFOLIO STRUCTURE
                             (% of total net assets)

                                  [BAR GRAPH]

Multifamily Mortgage Revenue                  36.1
Single Family Mortgage Revenue                23.4
Hospital/Health Care Revenue                  17.8
Industrial Revenue/Pollution Control          13.8
Other Revenue Bonds                            6.8
General Obligation                             1.4
Municipal Lease Rental                         1.1
Other Assets & Liabilities                    -0.4





                      AVERAGE ANNUAL TOTAL RETURNS*

                MN Tax-Free       Lipper           Lehman
                  Income         MN Muni.       5-Year Muni.
                   Fund       Bond Fund Avg.     Bond Index

3 Months           0.02%          -1.87%             0.01%
   (unannualized)
1 Year             7.12            6.17              7.29
Inception          5.97            3.63              4.92
  (12/1/93)

(table continued from above)

            CUMULATIVE TOTAL RETURNS*

    MN Tax-Free      Lipper           Lehman
      Income        MN Muni.       5- Year Muni.
       Fund      Bond Fund Avg.     Bond Index

      0.02%           -1.87%          0.01%

      7.12             6.17           7.29
     14.43             8.67          11.83


* As of 3/31/96

PERFORMANCE IS HISTORICAL AND ASSUMES REINVESTMENT OF ALL DIVIDENDS AND CAPITAL
GAINS. SHARE PRICE AND RETURN WILL VARY SO THAT A GAIN OR LOSS MAY BE REALIZED
WHEN SHARES ARE SOLD. TOTAL RETURN SHOULD NOT BE TAKEN AS A REPRESENTATION OF
FUTURE PERFORMANCE. MANAGEMENT FEES AND ADMINISTRATIVE EXPENSES ARE INCLUDED IN
THE FUND'S PERFORMANCE; HOWEVER, FEES AND EXPENSES ARE NOT INCORPORATED IN THE
LEHMAN 5-YEAR MUNICIPAL BOND INDEX. THE LIPPER AVERAGES AND INDICES ARE OBTAINED
FROM LIPPER ANALYTICAL SERVICES, INC., A LARGE INDEPENDENT EVALUATOR OF MUTUAL
FUNDS.


                               GROWTH OF $10,000

                                  [LINE CHART]


The sum of $10,000 invested at inception (12/1/93) and held until 3/31/96 would
have grown to $11,443 in the Fund or $11,183 in the Lehman 5-Year Municipal Bond
Index assuming reinvestment of all dividends and capital gains.


                                QUALITY RATINGS
                             (% of total net assets)

          LOWER OF MOODY'S, S&P, FITCH OR DUFF & PHELPS RATINGS USED.

AA                   24.4%
AAA                  22.2%
Other Assets
& Liabilities        -0.4%
Not Rated            38.3%
BBB                   6.7%
A                     8.8%


                            ADVISER'S ASSESSMENT OF
                              NOT-RATED SECURITIES

                           AA                   1.0%
                           A                    0.8
                           BBB                 27.9
                           BB                   6.9
                           B                    1.7
                           Total               38.3%



SIT MINNESOTA TAX-FREE INCOME FUND
PORTFOLIO OF INVESTMENTS - MARCH 31, 1996

<TABLE>
<CAPTION>
       QUANTITY            NAME OF ISSUER                                                            MARKET VALUE (1)
<S>                                                                                                 <C>         
 MUNICIPAL BONDS (100.4%) (2)
    GENERAL OBLIGATION (1.4%)
        600,000     Carver Co. Hsg. & Redev. Auth. Hsg. & Dev. Gross Rev. Ltd.Tax G.O.
                      (Chanhassen Apts. Proj.), 7.00%, 1/1/25                                         $    599,172
        275,000     Southeastern MN Multi-Co. Hsg. & Redev. Auth. Hsg. Dev. Series 1994 (Lake City G.O.),
                      6.00%, 8/1/10                                                                        278,570
                                                                                                           877,742
    HOSPITAL/HEALTH CARE (17.8%)
        500,000     Brooklyn Center Hlth. Care Fac. Rev. Series 1993 (Maranatha Proj.), 7.50%, 12/1/10     522,280
        215,000     Fergus Falls Hlth. Care Fac. Auth. Rev. Refunding Series 1993A,
                      (Lake Region Hosp. Corp. Proj.), 6.25%, 9/1/04                                       216,664
        650,000     Fergus Falls Hlth. Care Fac. Auth. Series 1995 (LRHC Long-Term Care Fac. Proj.),
                      6.40%, 12/1/15                                                                       628,088
      1,540,000     Hibbing Hlth. Care Facs. Rev. Series 1995A (St. Francis Hlth. Svcs. Proj.),
                      7.35%, 11/1/15                                                                     1,535,103
      1,685,000     Maplewood Health Care Fac. Rev. (VOA Care Ctrs. Proj.), 7.375%, 10/1/12              1,759,460
                    Minneapolis Hlth. Care Fac. Rev.:
        945,000       Series 1991 (Jones-Harrison Residence Proj.), 8.35%, 9/1/21                        1,012,076
      1,000,000       Series 1993 (St. Olaf Res. Proj.), 7.00%, 10/1/18                                  1,004,120
                    New Ulm Hlth. Care Fac. Rev. (Highland Manor Proj.):
      1,100,000       Series 1994, 7.25%, 6/1/14                                                         1,129,271
        570,000       Series 1995A, 7.625%, 6/1/15                                                         579,371
        230,000     Puerto Rico Industrial, Tourist, Educ., Med. & Env. Ctrl. Fac. Fin. Auth. Hosp.
                      Rev. 1994 Series A (Ryder Mem. Hosp. Proj.), 5.75%, 5/1/99                           232,314
                    Red Wing Hlth. Care Ctr. Fac. Rev. Refunding (River Region Obligated Group):
        125,000       Series 1993A, 6.20%, 9/1/05                                                          129,870
        130,000       Series 1993A, 6.30%, 9/1/06                                                          134,469
        200,000       Series 1993B, 6.20%, 9/1/05                                                          207,792
                    Sherburne Co. Nursing Home Fac. Rev. Series 1994 (Guardian Angels Care Ctr. Proj.):
         75,000       7.30%, 6/1/07                                                                         77,787
         80,000       7.35%, 6/1/08                                                                         82,966
         90,000       7.40%, 6/1/09                                                                         93,616
        555,000       7.50%, 6/1/14                                                                        575,457
        140,000       7.75%, 6/1/15                                                                        146,608
        150,000       7.75%, 6/1/16                                                                        157,365
         95,000     St. Paul Hsg. & Redev. Auth. Comm. Dev. Rev. Refunding Series 1992,
                      (Beverly Enterprises Proj.), 7.75%, 11/1/02                                           98,224
        820,000     Wadena Co. Hlth. Care Fac. Rev. Series 1994B, 7.45%, 9/1/15                            854,301
                                                                                                        11,177,202
    INDUSTRIAL /POLLUTION CONTROL (13.8%)
        500,000     Anoka Industrial Dev. Rev. Series 1994 (Lund Industries Inc. Proj.), 6.50%, 9/1/04(4)  513,650
                    Baxter Industrial  Dev. Rev. Series 1979 (Kmart Corp. Proj.):
         90,000       6.75%, 2/1/98                                                                         87,793
        100,000       6.75%, 2/1/99                                                                         96,366
                    Cloquet Pollution Control Rev. (Potlach Corp. Proj.):
        110,000       Series 1978, 6.50%, 6/1/08                                                           110,253
        635,000       Series 1979, 6.75%, 6/1/09                                                           636,543
      1,055,000     Duluth Commercial Dev. Rev. Refunding Series 1995A (Radisson Hotel Proj.), 7.00%, 
                      12/1/00                                                                            1,048,332
                    MN Agricultural & Econ. Dev. Board Small Business Dev. Ln. Prgm. Rev.:
        390,000       Series 1989A Lot 1, 8.25%, 8/1/09 (4)                                                400,339
        105,000       Series 1995A Lot 1, 6.40%, 8/1/04 (4)                                                104,161
      1,000,000       Series 1996 Lot 1, 6.50%, 8/1/11 (4)                                                 973,340
      1,965,000     Plymouth Rev. Refunding Series 1992 (Carlson Ctr. Proj.) (LOC First Bank, N.A.),
                      7.00%, 4/1/12                                                                      2,075,079
                    Richfield Cmty. Dev. Rev. Refunding 1994 (Richfield Shoppes Proj.):
      1,290,000       7.50%, 10/1/04                                                                     1,360,782
        200,000       8.375%, 10/1/05                                                                      215,334
      1,105,000     St. Paul Port Authority Hotel Facility Senior Rev. Series 1996A (Radisson Kellogg
                      Project), 7.00%, 8/1/01                                                            1,088,116
                                                                                                         8,710,088
    MULTIFAMILY MORTGAGE (36.1%)
                    Austin Hsg. & Redev. Auth. Governmental Hsg. Gross Rev. Series 1995A
                      (Courtyard Res. Proj.):
        220,000          7.00%, 1/1/15                                                                     219,058
        500,000          7.25%, 1/1/26                                                                     495,700
                    Burnsville Multifamily Hsg. Rev. Refunding:
        425,000       Series 1991 (Atrium Proj.) (Trygg-Hansa insured), 7.20%, 5/1/11                      442,646
        960,000       Series 1994 (Bridgeway Apts. Proj.), 7.25%, 2/1/14                                   977,894
        405,000     Chisago City Health Fac. Rev. Refunding Series 1995A (Pleasant Heights Proj.),
                      7.30%, 7/1/18                                                                        408,021
                    Dakota Cnty. Hsg. & Redev. Auth. Multifamily Hsg. Rev. Refunding
                      (Walnut Trails Apts. Proj.):
      1,700,000       Series 1995A (GNMA collateralized), 7.90%, 1/20/31 (4)                             1,889,227
        275,000       Series 1995C Subordinate, 9.00%, 1/20/15 (4)                                         273,213
                    Eden Prairie Multifamily Hsg. Rev. Refunding :
         60,000       Series 1990A, (Welsh Parkway Apts. Ltd. Proj.)(FHA insured), 8.00%, 7/1/26            64,558
        700,000       Series 1991, (Windslope Apts. Proj.)(Section 8), 7.00%, 11/1/06                      739,501
      1,500,000       Series 1991, (Windslope Apts. Proj.)(Section 8), 7.10%, 11/1/17                    1,567,725
      1,505,000     Eagan Multifamily Rental Hsg. Refunding Rev. Series 1996 (FHA insured),
                      (Wescott Apts. Proj.), 6.00%, 12/1/27                                              1,469,422
                    Hopkins Elderly Hsg. Rev. Refunding (St. Therese Southwest Proj.):
      1,600,000       Series 1994A (Asset Gty. insured), 6.25%, 3/1/14                                   1,623,520
        360,000       Series 1994B, 9.00%, 11/1/19                                                         381,910
      1,015,000     Hopkins Hsg. Facs. Rev. Refunding Series 1995 (Augustana Chapel View Homes Proj.),
                      7.00%, 12/1/15                                                                       992,629
        500,000     Hutchinson Hsg. Facs. Rev. Series 1994 (Prince of Peace Proj.), 7.375%, 10/1/12        518,665
        565,000     Minneapolis Multifamily Hsg. Rev. Series 1994 (Findley Place Townhomes Proj)
                      (Section 8), 7.00%, 12/1/16 (4)                                                      588,193
         75,000     Minneapolis Multifamily Hsg. Rev. Series 1991 (Trinity Hsg. Proj.) (Section 8),
                      7.875%, 2/1/06                                                                        76,793
        350,000     Minneapolis/ St. Paul Hsg. Fin. Board Multifamily Rev. Series 1988 (Riverside 
                      Place Proj.), (FHA insured) (GNMA collateralized), 8.20%, 12/20/18 (4)               370,286
                    MN HFA Multifamily Hsg. Dev. Rev.:
         45,000       Series 1977, 6.25%, 2/1/08                                                            45,650
         25,000       Series 1988A, 7.70%, 8/1/08                                                           26,413
        135,000     MN HFA Rental Hsg. Rev. Refunding Series 1993E, 6.00%, 2/1/14                          135,082
                    Minnetonka Hsg. Fac. Rev. Series 1994 (Beacon Hill Housing Proj.):
        890,000       7.00%, 6/1/04                                                                        910,968
      1,000,000       7.50%, 6/1/14                                                                      1,032,870
        525,000     Minnetonka Multifamily Hsg. Rev. Refunding Subordinate Series 1994C (Brier Creek
                      Proj.) 8.00%, 12/20/16                                                               549,528
        500,000     Monticello Senior Hsg. Rev. Series 1995, (Mississippi Shores Proj.), 7.25%, 7/1/16     502,160
        415,000     Mora Multifamily Rev. Refunding Hsg. Alternatives Partnership Series 1995, 6.50%,
                      6/1/02                                                                               415,996
      2,500,000     Puerto Rico Housing Finance Corp. Rev. Multifamily Mtg. Portfolio Series 1990 A-I,
                      7.50%, 10/1/15                                                                     2,652,875
        325,000     Sandstone Econ. Dev. Auth. Hsg. & Dev. Rev. Series 1994A (Family Apts. Proj.)
                      8.00%, 1/1/12                                                                        338,741
        650,000     St. Louis Park Multifamily Hsg. Rev. Refunding Series 1995 (FHA insured) (Knollwood
                      Cmty. Hsg. Proj.), 6.15%, 12/1/16                                                    649,929
        500,000     St. Paul Hsg. & Redev. Auth. Multifamily Hsg. Refunding Series 1992 (Point of St. Paul
                      Proj.) (FNMA-backed), 6.60%, 10/1/12                                                 515,730
        200,000     St. Paul Hsg. & Redev. Auth. Multifamily Hsg. Refunding Series 1995 (Sun Cliffe Apts.
                      Proj.), (GNMA collateralized), 5.875%, 7/1/15                                        196,698
        540,000     St. Paul Port Auth. Commercial Dev. Rev. Refunding Series 1990-1 (Fort Rd.
                      Med./ Irvine Pk. Proj.), (Asset Gty. Insured), 7.50%, 9/1/02                         579,220
      1,075,000     Washington Co. Hsg. & Redev. Auth. Multifamily Hsg. Rev. Refunding Series 1994
                      (White Bear Lake Transitional Hsg. Proj.), 6.625%, 8/1/24                          1,079,257
                                                                                                        22,730,078
    MUNICIPAL LEASE RENTAL (1.1%)
        585,000     Burnsville Solid Waste Rev. Series 1990 (Freeway Transfer Inc. Proj.), 9.00%, 
                      4/1/10 (4)                                                                           652,655

    SINGLE FAMILY MORTGAGE (23.4%)
      1,049,070     Brooklyn Center/Columbia Heights/Moorhead/Robbinsdale Econ. Dev. Auth. Residual Interest
                      Rev. Series 1992B (FNMA backed), 7.15%, 11/1/14                                    1,064,807
                    Dakota County Hsg. & Redev. Auth. Single Family Mtg. Rev.:
      1,000,000       Series 1994A, (FNMA backed), 6.70%, 10/1/09 (4)                                    1,045,960
        400,000       Series 1995, (FNMA & GNMA backed), 6.25%, 10/1/09 (4)                                407,004
        795,000     Dakota/Wash./Stearns Cos. Hsg. & Redev. Auth. Single Family Rev. Refunding
                      Series 1994A (FNMA backed), 6.50%, 9/1/10 (4)                                        820,154
                    Minneapolis CDA & St. Paul HRA Homeownership Mtg. Family Hsg. Prog. Series 1984:
        160,000       7.50%, 7/1/98                                                                        164,618
      2,420,000       7.875%, 7/1/17                                                                     2,485,727
                    Minneapolis Redev. Mtg. Rev. Series 1987A  (Riverplace Proj.) (LOC Bk. of Tokyo):
        260,000       7.00%, 1/1/07                                                                        269,615
        500,000       7.10%, 1/1/20                                                                        515,140
      2,100,000     Minneapolis Residual Interest Mtg. Rev. Series 1995 Convertible Capital Appreciation
                      Bonds, Zero Coupon, 7.00% Effective Yield on Purchase Date, 10/1/12                  689,115
         35,000     Minneapolis/ St. Paul Hsg. Fin. Bd. Single Family Mtg. Rev. Series 1989A (GNMA backed),
                      7.65%, 12/1/00 (4)                                                                    36,642
                    MN HFA Single Family Mtg. Rev.:
        120,000       Series 1988D, 8.25%, 8/1/20 (4)                                                      126,611
         15,000       Series 1989B, 7.05%, 1/1/03                                                           15,939
         60,000       Series 1989B, 7.05%, 7/1/03                                                           63,755
         20,000       Series 1990A, 7.95%, 7/1/22 (4)                                                       21,063
        300,000       Series 1990C, 7.70%, 7/1/14                                                          317,493
         45,000       Series 1991A, 7.05%, 7/1/22 (4)                                                       46,603
        600,000       Series 1991A, 7.45%, 7/1/22 (4)                                                      624,372
      1,770,000       Series 1992B-1, 6.75%, 1/1/26 (4)                                                  1,810,799
         80,000       Series 1992G, 6.10%, 1/1/11                                                           80,402
      1,000,000       Series 1994F, 6.30%, 7/1/25                                                        1,013,250
        100,000       Series 1994K, 5.90%, 1/1/07                                                          100,667
        655,000     Minneapolis Single Family Mtg. Rev. Series 1995V (FNMA & GNMA backed),
                      6.25%, 4/1/22                                                                        660,345
      3,800,000     Moorhead Single Family Mtg. Rev. Refunding Series 1992B Zero Coupon, 7.00% Effective
                      Yield on Purchase Date, 8/1/11                                                     1,282,158
        700,000     St. Paul Hsg. & Redev. Auth. Single Family Mtg. Rev. Refunding Series 1995 (FNMA backed),
                      6.125%, 3/1/17                                                                       715,113
        966,042     St. Paul Residual Interest Rev. Series 1995 Convertible Capital Appreciation
                      Bonds, Zero Coupon, 7.23% Effective Yield on Purchase Date, 9/1/11                   326,938
         50,000     Vadnais Heights Hsg. Dev. Rev. Series 1979A, 7.50%, 8/1/09                              50,169
                                                                                                        14,754,459

    OTHER REVENUE BONDS (6.8%)
                    Minneapolis Cmty. Dev. Agy. Common Bond Fund:
        230,000       Series 1993-5, 6.125%, 12/1/06 (4)                                                   231,638
        640,000       Series 1995-1, 6.625%, 12/1/09 (4)                                                   652,038
      3,000,000     St. Paul Hsg. & Redev. Sales Tax Rev. Refunding Series 1996 (Civic Center Proj.),
                      7.10%, 11/1/23                                                                     3,417,420
                                                                                                         4,301,096

 Total municipal bonds (cost:  $62,231,431)                                                             63,203,320

 SHORT-TERM SECURITIES (4.4%)
      1,566,987     Federated Minnesota Municipal Cash Management Fund, 3.32%                            1,566,987
      1,200,000     St. Paul HRA District Heating Variable Rate Put Bond, (LOC Sumitomo Bank),
                      3.85%, 4/7/96                                                                      1,200,000

 Total short-term securities (cost:  $2,766,987)                                                         2,766,987

 Total investments in securities (cost:  $64,998,418) (6)                                              $65,970,307

</TABLE>

         See accompanying notes to portfolios of investments on page 33.


SIT TAX-FREE INCOME FUND REVIEW
MARCH 31, 1996

[PHOTO]   MICHAEL C. BRILLEY
            SENIOR PORTFOLIO MANAGER
          DEBRA A. SIT, CFA
            PORTFOLIO MANAGER


     The SIT Tax-Free Income Fund provided shareholders with a total return of
- -0.40% for the three months and +7.73% for the 12 months ended March 31, 1996.
The Fund's quarterly performance ranked #3 of 239 general municipal funds
tracked by Lipper Analytical Services, while its 12-month return ranked among
the top third of funds in its category. The Fund's performance was helped by its
emphasis on bonds which provide higher income and greater stability of principal
value, such as those in the housing sector. The Fund's returns over the past
three year interest rate cycle ranked among the top decile of its Lipper peer
group, and on a longer term basis remain attractive, even as interest rates have
generally trended downward.

     The Fund's per share price ranged from a low of $9.68 on May 5, 1995 to a
high of $10.09 on February 14, 1996, varying less than the price of a 3-year
maturity Treasury security. These trends were in line with the general decline
in bond yields during most of 1995 and the upturn in interest rates in early
1996. The Fund's 30-day SEC yield decreased from 5.73% as of March 31, 1995 to
5.52% as of December 31, 1995 and then increased to 5.71% as of March 29, 1996,
more immediately reflecting the increase in bond yields in recent months.

     The Fund's portfolio composition remained relatively unchanged. The most
significant sector changes included slight increases in multi-family housing,
public facilities, and health care, and decreases in industrial development
bonds, single family housing and lease bonds. The Fund's weighting in holdings
rated A or better decreased from 65.8% to 58.3%, primarily reflecting the
reduction in cash from 12.3% to 4.7%. The Fund's duration to estimated average
life gradually increased from 5.4 years to 6.1 years during the year as cash
flow from bond refundings and prepayments was reinvested in more intermediate
maturity securities

     As we expect economic growth and inflation to remain moderate through the
end of the year, we will continue to seek opportunities to reduce lower-yielding
holdings and extend duration by reinvesting proceeds in securities which offer
higher coupons and greater call protection.



                        INVESTMENT OBJECTIVE AND STRATEGY

     The objective of the Fund is to provide a high level of current income that
is exempt from federal income tax, consistent with the preservation of capital,
by investing in investment-grade municipal securities.

     Such municipal securities generate interest that is exempt from regular
federal income taxes. Of the municipal securities in which the Fund invests,
100% will be rated investment grade at time of purchase.


                               PORTFOLIO SUMMARY

          Net Asset Value  3/31/96:     $9.88 Per Share
                           3/31/95:     $9.70 Per Share

                  Total Net Assets:   $279.77 Million

                  30-Day SEC Yield:      5.71%

        12 Month Distribution Rate:      5.62%

              Tax Equivalent Yield:      9.45% (1)

                  Average Maturity:     15.60 Years

   Duration to Estimated Avg. Life:      6.09 Years (2)

(1) For individuals in the 39.6% federal tax bracket.
(2) Duration is a measure which reflects estimated price sensitivity to a given
change in interest rates. For example, for an interest rate change of 1.0%, a
portfolio with a duration of 5 years would be expected to experience a price
change of 5%. Duration is based on current interest rates and the Adviser's
assumptions regarding the expected average life of individual securities held in
the portfolio.

                              PORTFOLIO STRUCTURE
                             (% of total net assets)

                                  [BAR GRAPH]

Multifamily Mortgage Revenue                  24.2
Hospital/Health Care Revenue                  23.5
Single Family Mortgage Revenue                17.3
Industrial Revenue/Pollution Control           9.8
Other Revenue                                  7.1
Transportation                                 4.4
Public Facilities                              3.6
Municipal Lease Rental                         2.7
Education/Student Loan                         1.0
Escrowed to Maturity/Pre-Refund                0.7
Utilities                                      0.6
General Obligation                             0.4
Other Assets & Liabilities                     4.7





                      AVERAGE ANNUAL TOTAL RETURNS*
                                  Lipper           Lehman
                Tax-Free       General Muni.    5-Year Muni.
               Income Fund    Bond Fund Avg.     Bond Index

3 Months          -0.40%          -1.91%             0.01%
   (unannualized)
1 Year             7.73            7.17              7.29
3 Years            6.24            5.14              5.31
5 Years            7.38            7.67              7.05
Inception          7.54            7.84              7.34
  (9/29/88)

(table continued from above)

            CUMULATIVE TOTAL RETURNS*
                      Lipper         Lehman
    Tax-Free       General Muni.  5-Year Muni.
   Income Fund    Bond Fund Avg.   Bond Index

     -0.40%           -1.91%          0.01%

      7.73             7.17           7.29
     19.92            16.21          16.78
     42.77            44.70          40.57
     72.46            76.23          70.07

* As of 3/31/96

PERFORMANCE IS HISTORICAL AND ASSUMES REINVESTMENT OF ALL DIVIDENDS AND CAPITAL
GAINS. SHARE PRICE AND RETURN WILL VARY SO THAT A GAIN OR LOSS MAY BE REALIZED
WHEN SHARES ARE SOLD. TOTAL RETURN SHOULD NOT BE TAKEN AS A REPRESENTATION OF
FUTURE PERFORMANCE. MANAGEMENT FEES AND ADMINISTRATIVE EXPENSES ARE INCLUDED IN
THE FUND'S PERFORMANCE; HOWEVER, FEES AND EXPENSES ARE NOT INCORPORATED IN THE
LEHMAN 5-YEAR MUNICIPAL BOND INDEX. THE LIPPER AVERAGES AND INDICES ARE OBTAINED
FROM LIPPER ANALYTICAL SERVICES, INC., A LARGE INDEPENDENT EVALUATOR OF MUTUAL
FUNDS.

                               GROWTH OF $10,000

                                  [LINE GRAPH]



The sum of $10,000 invested at inception (9/29/88) and held until 3/31/96 would
have grown to $17,246 in the Fund or $17,007 in the Lehman 5-Year Municipal Bond
Index assuming reinvestment of all dividends and capital gains.


                                QUALITY RATINGS
                             (% of total net assets)

          LOWER OF MOODY'S, S&P, FITCH OR DUFF & PHELPS RATINGS USED.

A               34.0%
AA              11.0%
AAA              8.6%
Other Assets
& Liabilities    4.7%
BB               1.1%
BBB             40.6%

                          Total number of holdings: 220



SIT TAX-FREE INCOME FUND
PORTFOLIO OF INVESTMENTS - MARCH 31, 1996

<TABLE>
<CAPTION>
       QUANTITY            NAME OF ISSUER                                                            MARKET VALUE (1)
<S>                                                                                                   <C>      
 MUNICIPAL BONDS (95.3%) (2)
    ALASKA (0.7%)
                    AK Industrial Dev. & Export Auth. Rev. Refunding Revolving Fund Series 1993A:
        350,000       5.60%, 4/1/03                                                                     $  350,942
      1,510,000       5.95%, 4/1/06                                                                      1,524,662
                                                                                                         1,875,604
    ARIZONA (3.0%)
                    AZ Hlth. Fac. Auth. Hosp. System Refunding Rev. Series 1991 (Phoenix Mem. Hosp.):
      1,120,000       8.00%, 6/1/06                                                                      1,183,549
      1,500,000       8.30%, 6/1/12                                                                      1,610,055
        770,000       8.20%, 6/1/21                                                                        819,958
                    Maricopa  Co. Industrial Dev. Auth. MultiFamily Hsg. Rev.:
      3,000,000       Series 1995A, 6.50%, 10/1/25                                                       3,036,330
        575,000       Series 1995B, 7.15%, 10/1/25                                                         571,498
      1,070,000     Valley HDC Phoenix Hsg. Rev. 1979 (Roosevelt Plaza) (Section 8), 8.00%, 10/1/20      1,077,683
                                                                                                         8,299,073
    ARKANSAS (2.1%)
                    Drew Co. Public Fac. Bd. Single Family Mtg. Rev. Refunding:
        219,162       Series 1993B, 7.75%, 8/1/11                                                          235,686
        425,063       Series 1993-A2 (FNMA backed), 7.90%, 8/1/11                                          463,770
        332,572     Jacksonville Res. Hsg. Fac. Bd. Single Family Mtg. Rev. Refunding Series 1993B, 
                      7.75%, 1/1/11                                                                        361,729
        367,036     Lonoke Co. Res. Hsg. Fac. Bd. Single Family Mtg. Rev. Refunding 1993B, 7.375%, 4/1/11  394,703
      2,100,000     Maumelle HDC First Lien Rev. Refunding 1992 Series A (Section 8), 7.875%, 7/1/09     2,260,839
      2,110,000     Saline Co. Res. Hsg. Fac. Bd. Single Family Mtg. Rev. Refunding Series 1992, 7.875%,
                      3/1/11                                                                             2,250,927
                                                                                                         5,967,654
    CALIFORNIA (5.0%)
      1,200,000     Bell  Cmnty. Hsg. Auth. Rev. Series 1995A (Mobilehomes Park Acquisition Proj.), 
                      6.40%, 10/1/15                                                                     1,182,792
      1,000,000     Chula Vista Redev. Agency Refunding Tax Allocation Senior Series 1994A 
                      (Bayfront-Town Center Redev. Proj.), 7.625%, 9/1/24                                1,095,900
      2,070,000     Escondido Joint Powers Fin. Auth. Lease Rev. Refunding  1995 (Center For The Arts)
                      (AMBAC insured) Zero Coupon, 6.02% Effective Yield on Purchase Date, 9/1/08        1,025,954
      5,000,000     Foothill / Eastern Transportation Corridor Agy. Toll Rd. Rev Series 1995A Sr. Lien
                      Zero Coupon Convertible Bond, 7.10% Effective Yield on Purchase Date, 1/1/11       2,942,000
      2,000,000     Glendale Hosp. Rev. Refunding Series 1994 (Verdugo Hills Hosp.), 8.00%, 1/1/12       2,236,140
        255,000     Los Angeles Home Mtg. Rev. 1983 Zero Coupon, 10.84% Effective Yield on Purchase
                      Date, 6/1/16                                                                          28,848
                    Los Angeles Co. Certificates of Participation 1993 (Disney Parking Proj.) Zero Coupon:
        900,000       6.50% Effective Yield on Purchase Date, 3/1/06                                       480,771
      1,000,000       6.49% Effective Yield on Purchase Date, 3/1/07                                       501,480
                    Martinez Unified School Dist. General Obligation Series 1995 (AMBAC insured) Zero Coupon:
      1,475,000       6.35% Effective Yield on Purchase Date, 8/1/11                                       597,331
      1,295,000       6.45% Effective Yield on Purchase Date, 8/1/12                                       485,612
      1,000,000     Paramount Unified School Dist. Convertible Capital Appreciation Certificates of
                      Participation (Land Acquisition Program) 1994 Series B (FSA insured) Zero Coupon,
                      6.85% Effective Yield on Purchase Date, 9/1/14                                       683,490
      1,530,000     Sacramento Public Television Fac. Rev. 1989 Series A (KVIE inc.) (LOC First
                      Interstate Bank), 7.50%, 7/1/20                                                    1,602,048
        990,000     Upland Hsg. Auth. Multifamily Rev. 1990 Issue A, 7.85%, 7/1/20                       1,028,541
                                                                                                        13,890,907
    COLORADO (5.0%)
                    Arapahoe Co. Cap. Improvement Tr. Fund Highway Rev. (E-470 Project) Senior Capital
                      Appreciation Zero Coupon:
      2,000,000          7.08% Effective Yield on Purchase Date, 8/31/04                                 1,183,480
      2,500,000          7.13% Effective Yield on Purchase Date, 8/31/05                                 1,384,900
     17,000,000          7.40% Effective Yield on Purchase Date, 8/31/09                                 7,015,220
      1,405,000     Aurora Single Family Mtg. Rev. Refunding Series 1993B, 7.50%, 5/1/11                 1,448,007
        395,000     LaPlata Co. Southwestern CO Single Family Mtg. Participation Rev. Refunding 1991 
                      Series A, 7.375%, 9/1/11                                                             415,560
        670,000     Thornton Single Family Mtg. Rev. Refunding 1992 Series A, 8.05%, 8/1/09                717,041
        535,000     Vail Single Family Mtg. Rev. Refunding Series 1992, 8.125%, 6/1/10                     577,238
      1,195,000     Westminster Multifamily Hsg. Rev. Refunding Series 1992 (Ironwood at the Ranch 
                      Proj.), 7.45%, 12/1/10                                                             1,240,326
                                                                                                        13,981,772
    CONNECTICUT (1.0%)
      1,000,000     CT Hlth. & Educ. Fac. Auth. Rev. Series 1990C (St. Mary's Hosp.) 7.375%, 7/1/20      1,032,860
      1,620,000     CT HFA Hsg. Mtg. Fin. Prgm. Series 1985A, 7.625%, 11/15/17                           1,681,625
                                                                                                         2,714,485
    DELAWARE (0.4%)
     16,825,000     DE EDA Multifamily Rev. 1985 (GNMA collateralized) (Valley Stream Apts. Proj.)
                      Zero Coupon, 8.10% Effective Yield on Purchase Date, 12/20/27                      1,118,190
    DISTRICT OF COLUMBIA (0.5%)
      1,500,000     District of Columbia HFA Multifamily Hsg. Refunding Rev. Series 1992C (FHA
                      insured) (Chastleton Dev.), 6.95%, 7/1/27                                          1,549,155
    FLORIDA (0.4%)
        295,000     Brevard Co. HFA Single Family Mtg. Rev. Refunding Series 1993 Zero Coupon, 7.38%
                      Effective Yield on Purchase Date, 5/20/12                                             91,639
      1,000,000     Miami Beach First Mortgage Elderly Hsg. Rev. Refunding Series 1995 (Rebecca
                      Towers North) (Section 8), 6.625%, 1/15/09                                         1,031,570
                                                                                                         1,123,209
    GEORGIA (0.3%)
        800,000     Cobb Co. Hsg. Auth. Multifamily Rev. Refunding Series 1992A  (Signature Place Project),
                      6.875%, 10/1/17                                                                      817,272
    ILLINOIS (14.5%)
      1,000,000     Alton (Madison Co.) Hosp. Facilities Rev. Refunding Series 1996 (Saint
                      Anthony's Hlth. Ctr.), 5.875%, 9/1/06                                                972,800
      2,805,000     Chicago Metropolitan Hsg. Development Corp. Mtg. Rev. Refunding Series 1992A
                      (FHA insured) (Section 8), 6.70%, 7/1/12                                           2,872,376
      5,780,000     Chicago Res. Mtg. Rev. Refunding Series 1992B (MBIA insured) Zero Coupon, 7.30% 
                      Effective Yield on Purchase Date, 10/1/09                                          2,258,015
      2,000,000     Collinsville (City of) Madison Co. Industrial Dev. Rev. Refunding 
                      (Drury Inn-Collinsville Proj.) Series 1993, 6.00%, 11/1/04                         2,014,540
                    Edwardsville Elderly Hsg. Corp. 1978 (Section 8):
         50,000       7.75%, 6/1/97                                                                         50,148
         60,000       7.75%, 6/1/99                                                                         60,177
         65,000       7.75%, 6/1/00                                                                         65,192
         75,000       7.75%, 6/1/02                                                                         75,221
         85,000       7.75%, 6/1/04                                                                         85,251
         95,000       7.75%, 6/1/05                                                                         95,280
        110,000       7.75%, 6/1/07                                                                        110,325
      1,000,000     IL DFA Econ. Dev. Rev. Refunding Series 1992 (Drury Inn-Schaumberg Proj.) (NWNL),
                      7.125%, 9/15/12                                                                    1,020,870
      1,440,000     IL DFA Elderly Hsg. Rev. Refunding Series 1995A (Pontiac Towers Proj.)
                      (Section 8), 6.65%, 10/1/09                                                        1,483,934
      3,000,000     IL HDA Elderly Hsg. Rev. Series 1992C (Village Ctr.) (Section 8), 6.85%, 3/1/20      3,096,660
                    IL HDA Multifamily Hsg. Rev.:
                      Refunding 1992 Series A (Section 8):
      2,150,000          6.65%, 7/1/04                                                                   2,288,589
      1,495,000          7.00%, 7/1/10                                                                   1,574,130
                      Refunding 1991 Series C (Section 8):
        260,000          7.35%, 7/1/11                                                                     277,215
        100,000          7.40%, 7/1/23                                                                     104,189
      1,090,000     IL HDA Res. Mtg. 1987 Series A, 7.00%, 8/1/17                                        1,121,359
                    IL Hlth. Fac. Auth. Rev.:
                      Refunding Series 1993 (Lutheran Social Svcs. IL):
        610,000          5.70%, 8/15/00                                                                    602,997
        475,000          5.80%, 8/15/01                                                                    467,490
        525,000          6.00%, 8/15/03                                                                    511,555
        545,000          6.10%, 8/15/04                                                                    530,013
      1,250,000          6.125%, 8/15/20                                                                 1,129,563
        850,000       Refunding Series 1992 (Mercy Ctr. for Hlth. Care Svcs.), 6.625%, 10/1/12             861,832
      5,540,000       Refunding Series 1992 (Galesburg Cottage Hosp.) (Asset Guaranty insured), 6.25%,
                         5/1/11                                                                          5,680,827
      1,000,000       Refunding Series 1994 (Passavant Memorial Area Hospital Assn.), 5.95%, 10/1/11       977,260
      1,000,000       Refunding Series 1994 (Friendship Village Schamburg), 6.25%, 12/1/04               1,041,890
                      Refunding Series 1994 (St. Elizabeth's Hosp. of Chicago, Inc.):
      2,160,000          7.25%, 7/1/05                                                                   2,264,933
      1,000,000          7.625%, 7/1/10                                                                  1,068,430
      2,500,000     Metropolitan Pier & Exposition Auth. McCormick Place Convention Complex
                      Series 1996A Hospitality Facilities Rev., 6.25%, 7/1/17                            2,426,825
        540,000     Rochelle Water & Sewer Rev. Refunding Series 1992, 7.15%, 5/1/14                       577,066
        720,000     Rock Island Res. Mtg. Rev. Refunding Series 1992, 7.70%, 9/1/08                        762,725
      1,140,000     Springfield Community Improvement Rev. 1985 (Garden Court Proj. - FHA insured)
                      (Section 8) (MBIA insured), 10.50%, 4/1/26                                         1,299,805
      1,830,000     Urbana Res. Mtg. Rev. Refunding 1991 Series B Zero Coupon, 7.39% Effective Yield on
                      Purchase Date, 3/1/07                                                                822,292
                                                                                                        40,651,774
    INDIANA (7.6%)
      1,800,000     Elkhart Co. Hosp. Auth. Rev. Series 1992 (Goshen Hosp. Proj.), 7.25%, 7/1/05         1,908,522
      2,165,000     Elkhart HFC Multifamily Mtg. Rev. Series 1996A (Section 8 Assisted
                      Proj.) (Stratford Commons), 6.00%, 11/1/10                                         2,113,560
      1,095,000     IN Bond Bank Special Prgm. Series 1993B (Gary Sanitary Dist.), 6.15%, 2/1/08         1,128,737
                    IN Educ. Fac. Auth. Educ. Fac. Rev. Series 1992 (Manchester College Proj.):
        515,000       6.45%, 10/1/04                                                                       530,604
        250,000       6.50%, 10/1/05                                                                       262,473
        305,000       6.60%, 10/1/06                                                                       322,248
        350,000       6.75%, 10/1/08                                                                       372,074
        370,000       6.80%, 10/1/09                                                                       392,019
      1,000,000       6.85%, 10/1/18                                                                     1,029,160
                    IN Hlth. Fac. Fin. Auth. Hosp. Rev.:
                      Series 1991 (Jackson Co. Schneck Mem. Hosp. Proj.):
        300,000          7.25%, 2/15/00                                                                    320,097
      1,200,000          7.50%, 2/15/05                                                                  1,293,432
      1,000,000          7.50%, 2/15/22                                                                  1,048,240
                      Series 1992 (Fayette Mem. Hosp. Proj.):
        250,000          7.00%, 10/1/02                                                                    256,810
        295,000          7.10%, 10/1/03                                                                    311,647
        315,000          7.20%, 10/1/04                                                                    334,725
        340,000          7.25%, 10/1/05                                                                    359,870
        365,000          7.25%, 10/1/06                                                                    384,619
        390,000          7.30%, 10/1/07                                                                    410,401
        420,000          7.30%, 10/1/08                                                                    440,013
                      Series 1992 (Floyd Mem. Hosp. Proj.):
        460,000          6.75%, 2/15/06                                                                    493,516
        595,000          6.80%, 2/15/07                                                                    636,109
      2,000,000       Series 1992 (Mem. Hosp. & Hlth. Care Ctr. Proj.), 7.35%, 3/1/12                    2,098,780
        830,000     IN HFA  Home Mtg. Prog. 1990 Series F1 (GNMA collateralized), 7.50%, 1/1/16            880,339
      2,750,000     Indianapolis Econ. Dev. Refunding & Imprv. Rev. Series 1992 (Natl. Benevolent
                      Assn.-Robin Run Village Proj.), 7.25%, 10/1/10                                     2,899,820
        970,000     Marion HC Mtg. Rev. Refunding Series 1994 (Hilltop Towers Project) (Section 8),
                      6.90%, 10/1/10                                                                     1,006,152
                                                                                                        21,233,967
    IOWA (1.8%)
      1,500,000     IA Fin. Auth. Small Business Dev. Refunding Rev. Series 1992 (University Civic Ctr.
                      Court Assn. Proj.), 7.40%, 3/1/17                                                  1,603,095
      1,500,000     Ottumwa Hospital Rev. Refunding Series 1993 (Ottumwa Regional Hlth. Ctr.), 6.00%, 
                      10/1/10                                                                            1,412,790
                    Polk Co. Hlth. Svcs. Residential Care Fac. Rev. Series 1991:
        460,000       7.25%, 2/1/06                                                                        491,298
      1,500,000       7.50%, 2/1/16                                                                      1,619,595
                                                                                                         5,126,778
    KANSAS (0.7%)
        380,000     Geary Co. Single Family Mtg. Rev. 1980 (FGIC insured), 10.75%, 4/1/12                  400,136
      6,010,000     Kansas City Single Family Mtg. Rev. Series 1982A Zero Coupon, 11.23% Effective Yield 
                      on Purchase Date, 11/1/14                                                            754,616
      2,170,000     Olathe & Labette Cos. Mtg. Loan Rev. 1991 Series B (GNMA collateralized) Zero Coupon,
                      7.56% Effective Yield on Purchase Date, 2/1/23                                       293,861
        540,000     Sedgwick Co. Mtg. Loan Rev. Series 1987C (GNMA collateralized), 8.625%, 11/1/18        574,009
                                                                                                         2,022,622
    KENTUCKY (0.5%)
      1,500,000     Jefferson Co. First Mtg. Rev. Series 1994 (Christian Church Homes Proj.), 6.00%,
                      11/15/09                                                                           1,483,395

    LOUISIANA (5.7%)
        715,000     Calcasieu Parish Industrial Dev. Rev. 1975 (Cities Service Co. Proj.), 7.80%,
                      12/1/05                                                                              717,417
        585,000     Calcasieu Parish Public Trust Auth. Mtg. Rev. Refunding 1992 Series B, 6.875%,
                      11/1/12                                                                              611,460
      5,650,000     Denham Springs/Livingston Hsg. & Mtg. Fin. Auth. Residual Rev. Series 1992C Zero
                      Coupon, 7.65% Effective Yield on Purchase Date, 7/10/14                            1,450,072
      4,000,000     Houma-Terrebonne Public Trust Fin. Auth. Residual Rev. Series 1992C Zero Coupon, 
                      7.60% Effective Yield on Purchase Date, 7/10/14                                    1,035,680
      1,855,000     LA HFA Residual Lien Refunding Mtg. Rev. Series 1992 Zero Coupon, 7.27% Effective
                      Yield on Purchase Date, 9/1/13                                                     1,905,660
        408,498     LA PFA Single Family Mtg. Purchase Rev. Series 1992 (Lafayette PTFA Mtg. Acquisition),
                      7.50%, 10/1/15                                                                       440,198
                    LA PFA Rev. Multifamily Hsg. Rev.:
      1,290,000       Series 1991 (Volunteers of America Natl. Hsg. Corp.) (Asset Guaranty insured),
                        7.25%, 11/1/04                                                                   1,399,431
      3,000,000       Series 1991 (Volunteers of America Natl. Hsg. Corp.) (Asset Guaranty insured),
                        7.75%, 11/1/16                                                                   3,228,270
        740,000       Series Sr. Lien 1994A (VOA Willows Affordable Hsg. Corp.), 7.00%, 6/1/24             767,565
      1,000,000     Monroe - McKeen Plaza Hsg. Dev. Corp. Multifamily Hsg. Rev. Refunding Series
                      1994A (Murray Plaza Apts. - Section 8), 6.80%, 2/1/12                              1,031,320
      3,500,000     Orleans Levee Dist. Improvement Serial and Term Receipts Series 1995A (FSA insured),
                      5.95%, 11/1/14                                                                     3,476,445
                                                                                                        16,063,518
    MAINE (0.1%)
        320,000     ME HA Mtg. Purchase 1987 Series A-2, 7.65%, 11/15/15                                   332,854

    MASSACHUSETTS (2.6%)
                    MA Hlth. & Educ. Fac. Auth. Rev.:
        655,000       Series 1982 (Malden Hosp.) (FHA insured), 9.50%, 8/1/08                              657,161
      4,915,000       Series 1990B (Goddard Mem. Hosp.), 9.00%, 7/1/15                                   5,449,162
      1,000,000       Series 1991C (New England Deaconess Hosp.), 7.20%, 4/1/22                          1,065,210
                                                                                                         7,171,533
    MICHIGAN (6.9%)
      1,305,000     Detroit Econ. Dev. Corp. Limited Obligation Rev. Refunding Series 1992 (E.H.
                      Associates Ltd. Partnership Proj.), 7.00%, 6/1/12                                  1,383,509
                    MI Hosp. Fin. Auth. Rev. Refunding Series 1994A (Pontiac Osteopathic Hosp.):
        500,000       5.20%, 2/1/00                                                                        486,420
      5,000,000       6.00%, 2/1/14                                                                      4,599,350
      1,000,000     MI Strategic Fund Pollution Control Rev. Refunding Series 1995 (General Motors 
                      Corp.), 6.20%, 9/1/20                                                              1,002,780
      1,500,000     Pontiac Hosp. Fin. Auth. Hosp. Rev. Series 1993 (NOMC Obligated Group), 6.00%,
                      8/1/07                                                                             1,425,345
      1,300,000     Romulus Econ. Dev. Corp. Ltd. Obligation Rev. Refunding Series 1992 (Romulus HIR
                      Ltd. Partnership Proj.) (ITT Lyndon), 7.00%, 11/1/15                               1,391,455
      4,000,000     Saginaw Hosp. Fin. Auth. Rev. Refunding Series 1989 (Saginaw Gen. Hosp.), 
                      7.625%, 10/1/19                                                                    4,239,120
      1,685,000     Tri City Village Hsg. Corp. Mtg. Refunding Multifamily Tri City Apts. Series 1992A
                      (Section 8) (FNMA backed), 7.75%, 8/15/23                                          1,824,889
      2,750,000     Troy City EDC Econ. Dev. Rev. Refunding Series 1992 (Drury Inn-Troy Proj.)
                      (Lincoln Natl. Corp.), 6.75%, 10/1/12                                              2,851,557
                                                                                                        19,204,425
    MINNESOTA (1.1%)
      1,580,000     MN HFA Single Family Mtg. Rev. Series 94F, 6.30%, 7/1/25                             1,600,935
      4,560,480     Moorhead Single Family Mtg. Rev. Refunding Series 1992B (FNMA backed), Zero Coupon,
                      7.00% Effective Yield on Purchase Date, 8/1/11                                     1,538,752
                                                                                                         3,139,687
    MISSISSIPPI (0.6%)
      5,750,000     MS Home Corp. Residual Rev. Series 1992-II Zero Coupon, 7.38% Effective Yield on
                      Purchase Date, 4/15/12                                                             1,817,287
    MISSOURI (0.2%)
        270,000     MO HDC Single Family Mtg. Rev. Series 1985, 9.25%, 4/1/05                              279,563
        150,000     MO Hlth. & Educ. Fac. Auth. Hlth. Fac. Rev. Series 1993 (Jefferson Mem. Hosp. Assn.
                      Proj.), 5.125%, 8/15/02                                                              147,235
         85,000     St. Louis Co. Single Family Res. Mtg. Series 1984 (MBIA insured), 9.75%, 4/1/10         86,379
                                                                                                           513,177
    MONTANA (0.2%)
        505,000     Lewis & Clark Co. Pollution Control Rev. Series 1976 (Asarco, Inc. Proj.), 6.75%,
                      12/1/06                                                                              505,126

    NEVADA (1.9%)
                    Reno Redev. Agency Subordinate Tax Allocation and Revenue Refunding Series 1995A:
        400,000       6.00%, 6/1/08                                                                        391,524
      1,000,000       6.10%, 6/1/11                                                                        967,460
      1,000,000       6.125%, 6/1/12                                                                       968,530
      3,000,000     Reno-Sparks Indian Colony Public Fac. Fin. Auth. Sales & Excise Tax Rev.
                      Series 1995A, 7.50%, 7/1/07                                                        3,042,090
                                                                                                         5,369,604
    NEW HAMPSHIRE (0.4%)
        540,000     NH Higher Educ. & Hlth. Fac. Auth. Series 1991 (St. Joseph's Hosp.), 7.25%, 1/1/02     581,828
      3,480,000     NH HFA Single Family Res. Mtg. 1982 Series A Zero Coupon, 11.75% Effective Yield on
                      Purchase Date, 1/1/14                                                                439,489
                                                                                                         1,021,317
    NEW JERSEY (0.3%)
        900,000     NJ Hsg. & Mtg. Fin. Agy. Rev. Refunding 1992 Series One (Section 8), 6.45%, 11/1/07    937,224

    NEW MEXICO (0.9%)
                    Farmington Pollution Control. Rev. :
        500,000       Series 1978 (Public Service Co. New Mexico) (MBIA insured), 6.00%, 3/1/08            500,000
      1,000,000       Series 1978 (Tucson Gas & Electric)(AMBAC insured), 6.10%, 1/1/08                  1,001,690
        839,000     Hobbs Single Family Mtg. Rev. Refunding Series 1992, 8.75%, 7/1/11                     913,017
                                                                                                         2,414,707
    NEW YORK (0.9%)
      1,725,000     Niagara Co. Dev. Agency Industrial Dev. Rev. Refunding Series 1993 (Rainbow Square
                      LTD Proj.), 5.80%, 2/1/02                                                          1,728,053
        800,000     NY HFA Multifamily Hsg. Rev. Series 1989A (AMBAC insured), 7.45%, 11/1/28              845,320
                                                                                                         2,573,373
    NORTH CAROLINA (0.2%)
      9,860,000     NC HFA Multifamily Hsg. Rev. (FHA insured) 1985 Series C Zero Coupon,
                      9.97% Effective Yield on Purchase Date, 7/1/27                                       420,430
    NORTH DAKOTA (1.3%)
      2,000,000     Oliver Co. Pollution Control Rev. Series 1976 (Sq. Butte Elec. Coop. Proj.),
                      7.00%, 12/31/10                                                                    2,008,960
      1,490,000     Ward Co. Hlth. Care Fac. Rev. Series 1994 (St. Joseph Hosp. Proj.), 8.00%, 11/15/04  1,561,535
                                                                                                         3,570,495
    OHIO (1.7%)
      1,060,000     Cleveland Certificate of Participation Motor Vehicle Motorized Equipment Series
                      1992, 6.50%, 1/1/98                                                                1,094,408
      2,055,000     Cleveland Parking Fac. Imprv. Rev. Series 1992, 7.60%, 9/15/03                       2,198,542
      1,275,000     Franklin Co. Hosp. Fac. Rev. Refunding & Imprv. Series 1993 (Doctors Hosp.), 
                      5.90%, 12/1/06                                                                     1,273,674
        205,000     Richland Co. Industrial Dev. Rev. 1978 Series (Kmart Corp.), 7.25%, 8/15/04            186,242
                                                                                                         4,752,866
    OKLAHOMA (2.7%)
      1,680,000     Cleveland Co. Home Loan Auth. Single Family Mtg. Rev. Refunding Series 1991,
                      8.00%, 8/1/12                                                                      1,804,068
                    Midwest City Mem. Hosp. Auth. Hosp. Rev. Series 1992:
        115,000       7.25%, 4/1/06                                                                        122,306
        365,000       8.75%, 4/1/03                                                                        425,444
        150,000       10.00%, 4/1/96                                                                       150,051
        325,000       10.00%, 4/1/01                                                                       386,909
        345,000       10.00%, 4/1/02                                                                       420,831
      2,000,000     Muskogee Co. HFA Single Family Mtg. Rev. Refunding 1990 Series A (FGIC insured) Zero
                      Coupon, 7.65% Effective Yield on Purchase Date, 6/1/11                               652,540
        340,000     Muskogee Co. Industrial Pollution Rev. Series 1987A (Oklahoma G&E Proj.), 7.00%,
                      3/1/17                                                                               351,672
        670,000     Payne Co. Home Loan Auth. Single Family Rev. Refunding Series 1993A, 8.625%, 3/1/11    712,552
      2,540,000     Tulsa Public Facilities Auth. Recreational Facs. Rev. Series 1985, 6.20%, 11/1/12    2,567,254
                                                                                                         7,593,627
    PENNSYLVANIA (6.4%)
      1,220,000     Beaver Co. Industrial Dev. Auth. Pollution Control Rev. Series 1976 (Cleveland Elec.
                      Illuminating Corp.) (AMBAC insured),  6.70%, 11/1/06                               1,222,489
      4,265,000     Mercer Co. Indus. Dev. Auth. Rev. Refunding Series 1991 (FHA insured) (Hillcrest 
                      Nursing Industrial Ctr. Proj.) Zero Coupon, 6.85% Effective Yield on Purchase
                      Date, 1/15/13                                                                      1,259,966
      6,000,000     Montgomery Co. Industrial Dev. Auth. Resource Recovery Rev. Series 1989 (LOC Banque
                      Paribas), 7.50%, 1/1/12                                                            6,375,120
      2,240,000     Montgomery Co. Redev. Auth. Multifamily Hsg. Rev. 1993 Series A (KBF Assoc. L.P.),
                      6.375%, 7/1/12                                                                     2,200,867
                    Pittsburgh Urban Redev. Auth. (Center Triangle Tax Increment Fin. District) (LOC
                      PNC Bank):
      3,000,000       Series 1995A, 6.00%, 12/1/11                                                       2,963,730
      2,100,000       Series 1995B, 6.25%, 3/15/15                                                       2,083,809
                    Sharon Regional Hlth. Sys. Auth. Hosp. Rev. Refunding (Sharon Regional Hlth. Sys.
                      Proj.) Series 1993A:
        705,000          6.40%, 12/1/00                                                                    727,835
        255,000          6.50%, 12/1/01                                                                    263,871
        800,000          6.60%, 12/1/02                                                                    829,544
                                                                                                        17,927,231
    SOUTH CAROLINA (0.6%)
      1,500,000     Myrtle Beach PFC Certificates of Participation Series 1992 (Myrtle Beach 
                      Convention Ctr. Proj.), 6.75%, 7/1/02                                              1,584,150
    SOUTH DAKOTA (1.5%)
      2,000,000     SD HDA Multifamily Hsg. Rev. 1992 Series B (Section 8), 7.00%, 4/1/12                2,106,200
      2,000,000     SD HDA Homeownership Mtg. Bonds 1996 Series A , 6.10%, 5/1/15                        1,995,400
                                                                                                         4,101,600
    TENNESSEE (1.4%)
      1,675,000     Metro. Govt. of Nashville & Davison Cos. TN Indus. Dev. Board Rev. Refunding
                      Multifamily Mtg. Rev. 92C (FHA insured) (Picadilly Apts.), 6.95%, 7/1/27           1,761,045
                    Shelby Co. Hlth., Educ. & Hsg. Fac. Board Multifamily  Hsg. Rev. (Eastwood Park
                      Apts. Proj.):
      1,000,000       Series 1995 A2, 6.40%, 9/1/25                                                      1,004,760
        425,000       Series 1995C Subordinate, 7.50%, 9/1/25                                              427,550
        830,000     TN HDA Homeownership Program Series 1991 Issue U, 7.35%, 7/1/11                        876,165
                                                                                                         4,069,520
    TEXAS (10.7%)
      2,610,000     Baytown HFC Single Family Mtg. Rev. Refunding Series 1992B, 8.50%, 9/1/11            2,856,410
                    Beaumont Hsg. Auth. Multifamily Mtg. Rev. Series 1993A (Section 8):
      1,365,000       6.65%, 11/1/07                                                                     1,412,065
        650,000       6.75%, 11/1/10                                                                       664,248
      1,765,000     Bexar Co. HFC Residual Rev. Series 1993 Zero Coupon, 6.50% Effective Yield on 
                      Purchase Date, 3/1/15                                                                526,641
        385,000     Brazos Co. HFC Single Family Mtg. Rev. 1985 (MBIA insured) Zero Coupon, 10.55%
                      Effective Yield on Purchase Date, 9/1/11                                              74,482
                    Dallas Housing Corp. Capital Program Revenue Bonds:
      1,715,000       Series 1995A (Estell Village Apts.) (Section 8), 7.875%, 12/1/09                   1,755,217
      1,700,000       Series 1995 (Cedar Glen Apts.) (Section 8), 7.75%, 12/1/09                         1,728,832
      1,000,000     Dallas HFC Cap. Proj. Refunding 1990 (Section 8), 7.85%, 8/1/13                      1,072,410
      3,000,000     Denison Hospital Auth. Rev. Refunding Series 1986 (Texoma Med. Ctr. Proj.),
                      8.00%, 9/1/16                                                                      3,081,600
        610,000     Ft. Worth HFC Home Mtg. Rev. Refunding 1991, 8.50%, 10/1/11                            663,887
      1,735,000     Lubbock HFC Multifamily Hsg. Rev. Refunding Series 1992A (Los Colinas, Park Ridge
                      Place & Quail Creek), 7.75%, 1/1/22                                                1,784,222
      3,000,000     Midland Co. Hosp. Dist. Hosp. Rev. Series 1992 Zero Coupon 7.61% Effective Yield on
                      Purchase Date, 6/1/07                                                              1,514,940
                    Midland HFC Single Family Mtg. Rev. Refunding:
        602,795       Series 1992 B-2, 8.15%, 12/1/11                                                      658,981
        850,801       Series 1992 A-2, 8.45%, 12/1/11                                                      930,334
      1,218,468       Series 1992, 9.00%, 9/1/01                                                         1,310,596
      3,000,000     Northeast Hospital Authority Rev. Series 1993B (NE Med. Ctr. Hosp.), 7.25%, 7/1/22   3,165,420
      2,000,000     Odessa HFC Single Family Mtg. Rev. Refunding Series 1992B Class B-2, 8.125%,
                      11/1/11                                                                            2,179,080
        650,000     San Marcos HA Multifamily Mtg. Rev. Series 1993A (FHA insured) (Section 8), 5.80%,
                      11/1/10                                                                              630,688
                    Southeast TX HFC Residual Revenue:
      1,555,000       Series 1995A Zero Coupon, 6.50% Effective Yield on Purchase Date, 11/1/14            469,936
      3,000,000       Series 1992A Zero Coupon, 7.63% Effective Yield on Purchase Date, 9/1/17             601,950
        950,000     TX HA Single Family Mtg. Refunding Series 1991A, 7.00%, 3/1/05                       1,002,107
      5,985,000     TX Dept. Hsg. & Community Affairs Single Family Rev. Refunding Junior Lien Series
                      1994A Zero Coupon 6.93% Effective Yield on Purchase Date, 3/1/15                   1,637,855
        710,000     West Central TX HFC Single Family Mtg. Rev. 1985 (MBIA insured) Zero Coupon, 10.56%
                      Effective Yield on Purchase Date, 9/1/11                                             138,975
                                                                                                        29,860,876
    UTAH (0.2%)
        475,000     UT HFA Single Family Mtg. Rev. Senior Series 1988C, 8.25%, 7/1/08                      483,293

    WASHINGTON (1.6%)
      1,000,000     King Co. HA Pooled Hsg. Multifamily Refunding Rev. Series 1995A (Senior), 
                      6.80%, 3/1/26                                                                      1,038,190
                    WA HFC Nonprofit Housing Revenue:
      2,500,000       Series 1993 (CRISTA Shores Proj.), 6.20%, 7/1/14                                   2,506,925
      1,000,000       Series 1995A (Judson Park Project), 6.90%, 7/1/16                                  1,058,850
                                                                                                         4,603,965
    WEST VIRGINIA (1.2%)
        100,000     Berkeley, Brooke & Fayette Cos., etc. (21 Municipalities) Single Family Mtg. 1984
                       Series A, (MBIA insured), 10.125%, 9/1/10                                           104,670
      5,435,000     Huntington Res. Mtg. Rev. Refunding Series 1991 Zero Coupon Escrowed to Maturity,
                      7.37% Effective Yield on Purchase Date, 9/1/12                                     1,841,541
      2,000,000     Mason Co. Residual Rev. Series 1992C Zero Coupon, 7.58% Effective Yield on Purchase
                      Date, 7/10/14                                                                        530,660
      3,000,000     Ohio Co. Residual Rev. Series 1992C Zero Coupon, 7.43% Effective Yield on Purchase
                      Date, 7/10/14                                                                        761,850
                                                                                                         3,238,721
    WISCONSIN (0.0%)
         55,000     WI HEDA Homeownership Rev. 1985 Series I Zero Coupon, 7.99% Effective Yield on 
                      Purchase Date, 12/1/96                                                                51,953
    WYOMING (0.5%)
      1,435,000     Cheyenne Industrial Dev. First Mtg. Rev. Refunding Series 1992 (Cheyenne Plaza
                      Proj.) (NWNL), 6.90%, 2/1/00                                                       1,461,203

 Total municipal bonds (cost:  $261,332,721)                                                           266,639,619

 SHORT-TERM SECURITIES (4.9%)
      3,000,000     Lee Co. FL Hosp. Board of Directors Hosp. Rev. 95A(Lee Memorial Hosp.) (Sun Bank
                      LOC) Tax-Exempt C.P., 3.45%, 4/3/96                                                3,000,000
      3,000,000     Metro. Govt. of Nashville & Davison Cos. TN Hlth & Educ. Facs. Board Rev. Series
                      1992 (Baptist Hosp.) (Nations Bank, GA Liquidity) Tax-Exempt C.P., 3.35%, 4/17/96  3,000,000
      7,739,203     Tax-Exempt Cash Management Fund, 3.16%                                               7,739,203

 Total short-term securities (cost:  $13,739,203)                                                       13,739,203

 Total investments in securities (cost:  $275,071,924) (6)                                            $280,378,822

</TABLE>

         See accompanying notes to portfolios of investments on page 33.



SIT U.S. GOVERNMENT SECURITIES FUND REVIEW
MARCH 31, 1996

[PHOTO]   MICHAEL C. BRILLEY
            SENIOR PORTFOLIO MANAGER
          BRYCE A. DOTY, CFA
            PORTFOLIO MANAGER

     The SIT U.S. Government Securities Fund provided investors a +8.87% total
return for the past 12 months. As of March 31, 1996, the Fund's 30-day SEC yield
was 6.87% and the Fund's 12-month distribution rate was 6.69%. The Fund ranked
#2 out of 184 funds within the Lipper U.S. Government bond fund universe for the
past quarter and its cumulative return since inception ranks in the top 20% of
its Lipper universe. Also, Morningstar, a nationally recognized firm which rates
mutual funds, ranked the Fund #1 in their latest review of 198 government bond
funds for having the lowest risk and rated the Fund #4 for its overall risk and
return characteristics for the five years ended December 31, 1995.

     The Fund has continued to focus on securities that provide a high level of
income and relative price stability. The yield on the 3-year U.S. Treasury Note
rose +0.70% over the past quarter resulting in lower prices for most fixed
income securities. While the Fund's intermediate maturity U.S. Treasury notes
declined in price, the Fund's high coupon seasoned mortgage-backed holdings were
much more stable in price and generated sufficient interest income to provide
the portfolio with a positive total return for the quarter. During the past
year, the Fund received over $14 million in inflows, most of which were used to
purchase additional mortgage pass-through securities. The Fund also extended its
average maturity slightly to take advantage of the higher interest rate levels.

     The recent rise in interest rates reflects the market's expectations that
the Federal Reserve will maintain short-term interest rates at current levels
for the remainder of this year. A more stable trend of bond market yields is
most likely for the balance of the year as we believe economic growth of about
2% will be maintained with contained inflation. The Fund will continue to invest
in securities that provide high levels of interest income and price stability.


                        INVESTMENT OBJECTIVE AND STRATEGY

     The objective of the Fund is to provide high current income and safety of
principal. The Fund invests solely in securities issued, guaranteed or insured
by the U.S. government or its agencies or its instrumentalities.

     Agency mortgage securities and U.S. Treasury securities will be the
principal holdings in the Fund. The mortgage securities that the Fund will
purchase consist of pass-through securities (Government National Mortgage
Association (GNMA), Federal National Mortgage Association (FNMA), and Federal
Home Loan Mortgage Corporation (FHLMC)).


                               PORTFOLIO SUMMARY

         Net Asset Value  3/31/96:  $10.47 Per Share
                          3/31/95:  $10.28 Per Share

                 Total Net Assets:  $52.45 Million

                 30-Day SEC Yield:    6.87%

       12 Month Distribution Rate:    6.69%

                 Average Maturity:   14.91 Years

       Modified Adjusted Duration:    3.11 Years (1)

(1) Duration is a measure which reflects estimated price sensitivity to a given
change in interest rates. For example, for an interest rate change of 1.0%, a
portfolio with a duration of 5 years would be expected to experience a price
change of 5%. Duration is based on current interest rates and the Adviser's
assumptions regarding the expected average life of individual securities held in
the portfolio.


                              PORTFOLIO STRUCTURE
                             (% of total net assets)

                                  [BAR CHART]

GNMA Pass-Through
  Securities                            71.6
U.S. Treasury Bonds                     13.4
FHLMC Pass-Through
  Securities                             4.9
Collaterized Mortgage
  Obligations                            4.4
FNMA Pass-Through
  Securities                             4.1
Other Assets & Liabilities               1.6


                       AVERAGE ANNUAL TOTAL RETURNS*
              U.S. Gov't.   Lipper U.S. Gov't.    Lehman Inter.
            Securities Fund    Fund Average     Gov't. Bond Index

3 Months          0.42%           -2.69%              -0.68%
   (unannualized)
1 Year            8.87             9.28                9.10
3 Years           5.98             4.62                5.20
5 Years           7.26             7.36                7.59
Inception         8.48             7.77                8.30
  (6/2/87)

(table continued from above)

           CUMULATIVE TOTAL RETURNS*
   U.S. Gov't.  Lipper U.S. Gov't. Lehman Inter.
 Securities Fund   Fund Average  Gov't. Bond Index

       0.42%          -2.69%           -0.68%

       8.87            9.28             9.10
      19.03           14.50            16.42
      41.95           42.62            44.19
     105.16           93.80           102.22

* As of 3/31/96

PERFORMANCE IS HISTORICAL AND ASSUMES REINVESTMENT OF ALL DIVIDENDS AND CAPITAL
GAINS. SHARE PRICE AND RETURN WILL VARY SO THAT A GAIN OR LOSS MAY BE REALIZED
WHEN SHARES ARE SOLD. TOTAL RETURN SHOULD NOT BE TAKEN AS A REPRESENTATION OF
FUTURE PERFORMANCE. MANAGEMENT FEES AND ADMINISTRATIVE EXPENSES ARE INCLUDED IN
THE FUND'S PERFORMANCE; HOWEVER, FEES AND EXPENSES ARE NOT INCORPORATED IN THE
LEHMAN INTERMEDIATE GOVERNMENT BOND INDEX. THE LIPPER AVERAGES AND INDICES ARE
OBTAINED FROM LIPPER ANALYTICAL SERVICES, INC., A LARGE INDEPENDENT EVALUATOR OF
MUTUAL FUNDS.


                               GROWTH OF $10,000

                                  [LINE GRAPH]

The sum of $10,000 invested at inception (6/2/87) and held until 3/31/96 would
have grown to $20,516 in the Fund or $20,222 in the Lehman Intermediate
Government Bond Index assuming reinvestment of all dividends and capital gains.


                         ESTIMATED AVERAGE LIFE PROFILE

                                  [BAR GRAPH]

The Adviser's estimates of the dollar weighted average life of the portfolio's
securities, which may vary from their stated maturities.

 YEARS

  0-1             1.5%
  1-5            82.9%
  5-10            1.9%
 10-20           13.7%



SIT U.S. GOVERNMENT SECURITIES FUND
PORTFOLIO OF INVESTMENTS -- MARCH 31, 1996

QUANTITY            NAME OF ISSUER         MARKET VALUE (1)
 MORTGAGE PASS-THROUGH SECURITIES (80.6%) (2)
    FEDERAL HOME LOAN MORTGAGE CORPORATION (4.9%):
        48,879   8.75%, 12/1/01             $    50,610
       752,147   9.00%, 10/1/16                 789,604
       727,902   9.00%, 6/1/17                  764,465
        82,005   9.50%, 6/1/16                   87,418
       139,994   9.75%, 6/1/17                  150,920
       607,203   10.25%, 6/1/10                 663,552
        44,035   10.50%, 4/1/04                  46,086
         9,254   11.00%, 10/1/00                  9,757
                                              2,562,412
    FEDERAL NATIONAL MORTGAGE ASSOCIATION (4.1%):
       243,784   9.00%, 4/1/10                  254,842
       251,251   9.00%, 9/1/17                  262,713
       743,493   9.00%, 9/1/20                  780,170
       552,360   9.50%, 4/1/20                  587,242
       251,744   10.00%, 9/1/20                 275,502
                                              2,160,469
    GOVERNMENT NATIONAL MORTGAGE
       ASSOCIATION (3) (71.6%):
       881,233   8.50%, 12/15/11                923,833
       302,765   8.75%, 5/15/03                 320,808
       586,526   8.75%, 10/15 - 11/15/06        622,353
       301,595   8.75%, 2/15/07                 316,950
       285,277   8.75%, 11/15/09                300,038
       300,297   8.75%, 6/15 - 12/15/11         315,940
       238,665   9.00%, 10/15/04                254,921
     2,181,461   9.00%, 4/15 - 9/15/06        2,331,166
       353,813   9.00%, 10/15/07                374,041
       156,872   9.00%, 11/15/09                166,049
     1,614,835   9.00%, 6/15 - 9/15/11        1,712,271
       328,062   9.00%, 1/15/12                 347,573
     3,248,316   9.00%, 4/20 - 12/20/16       3,469,610
        93,876   9.00%, 5/15/18                  98,607
       130,928   9.00%, 11/15/19                137,446
       202,318   9.00%, 7/20/21                 210,929
       150,537   9.25%, 4/15 - 9/15/01          160,510
       543,236   9.25%, 11/15/11                575,625
       352,998   9.25%, 4/15/12                 374,160
     1,580,487   9.50%, 1/15 - 1/20/05        1,688,683
     1,574,194   9.50%, 1/15 - 8/15/10        1,677,998
       894,357   9.50%, 1/15 - 3/15/11          947,652
       926,132   9.50%, 11/20/16                981,015
       303,470   9.50%, 8/20/17                 321,442
        75,558   9.75%, 5/1/99                   80,488
       243,327   9.75%, 11/15/02                259,562
        83,408   9.75%, 3/15/04                  89,050
       605,249   9.75%, 8/15/05                 646,781
       282,321   9.75%, 2/15/06                 301,723
     2,954,766   9.75%, 8/15 - 12/15/10       3,171,406
     1,369,087   9.75%, 11/15 - 12/15/12      1,472,906
       267,998   10.00%, 5/14/04                286,008
     1,310,301   10.00%, 7/15/05              1,399,939
       259,223   10.00%, 1/15/06                276,622
       222,478   10.00%, 11/15/08               238,553
       162,397   10.00%, 5/15 - 11/15/09        174,977
       300,321   10.00%, 6/15 - 7/15/10         322,461
       193,006   10.00%, 1/15/11                207,270
        47,757   10.00%, 1/20 - 9/20/16          52,186
       433,440   10.00%, 2/20/20                465,359
       118,099   10.25%, 11/15/00               125,908
       127,697   10.25%, 8/15/04                136,424
       605,954   10.25%, 7/15/05                647,262
     3,921,314   10.25%, 1/15 - 8/15/12       4,208,385
     1,031,433   10.25%, 2/15 - 7/15/13       1,107,088
        15,394   10.50%, 9/15/00                 16,268
       110,075   10.50%, 9/15/01                117,461
       133,163   10.50%, 12/15/02               142,153
       199,473   10.50%, 7/15/10                213,592
       384,926   10.50%, 8/15 - 11/15/15        424,242
       195,018   10.50%, 3/15 - 12/15/16        214,908
        18,653   10.75%, 7/15 - 10/15/98         19,213
       254,894   10.75%, 7/15 - 8/15/11         273,030
       730,926   11.00%, 1/15 - 6/15/10         815,571
        18,597   11.00%, 7/15/13                 20,367
         8,947   11.25%, 5/15/98                  9,261
       297,910   11.25%, 8/15 - 12/15/00        318,035
        54,374   11.25%, 1/15/01                 57,990
        35,325   11.25%, 5/15/03                 37,679
       254,984   11.25%, 10/15/11               268,425
       127,552   11.75%, 5/15/00                136,175
       135,300   11.75%, 5/15/04                144,589
        32,805   12.75%, 1/15/00                 34,806
         1,617   14.75%, 4/15/97                  1,667
                                             37,565,410

 Total mortgage pass-through securities
    (cost: $42,217,384)                      42,288,291

 U.S. GOVERNMENT SECURITIES (13.4%)
       2,000,000 U.S. Treasury Bond, 12%,
                   8/15/13                    2,888,960
       10,000,000U.S. Treasury Coupon Strip,
                   6.77% Effective Yield on
                   Purchase Date, 5/15/09     4,158,200
 Total U.S. government securities
    (cost: $7,222,176)                        7,047,160


 COLLATERALIZED MORTGAGE OBLIGATIONS (4.4%)
       346,375   Federal Home Loan Mortgage
                   Corporation, 1006-C, 9.15%,
                   10/15/20                     359,548
                 Vendee Mortgage Trust:
       1,000,000   Series 1992-1 2K, 7.75%,
                       5/15/08                  979,120
       1,000,000 Series 1992-2D, 7.00%,
                       9/15/15                  978,070

 Total collateralized mortgage obligations
    (cost: $2,298,586)                        2,316,738

 SHORT-TERM SECURITIES (0.8%)
       399,154   Government Cash Management
                   Fund, 5.23%                  399,154
    (cost: $399,154)

 Total investments in securities
    (cost: $52,137,300) (6)                 $52,051,343

         See accompanying notes to portfolios of investments on page 33.


SIT MONEY MARKET FUND REVIEW
MARCH 31, 1996

[PHOTO]   MICHAEL C. BRILLEY
            SENIOR PORTFOLIO MANAGER
          PAUL J. JUNGQUIST
            PORTFOLIO MANAGER

     The SIT Money Market Fund provided investors with a +5.44% return for the
year ended March 31, 1996, compared to a +5.23% average return for the Lipper
Analytical Services Money Market Fund universe. The Fund's performance ranked
78th of 272 funds in its Lipper peer group category. As of March 31, 1996, the
Fund's 7-day compound yield was 4.93% and its average maturity was 36 days.

     The Federal Reserve Board lowered the federal funds rate by 75 basis points
to 5.25% during the year ended March 31, 1996. Three-month Treasury bill yields
decreased from 5.88% to 5.14% over the past twelve months. After bottoming at
4.96% in late December, yields rose during the first quarter of 1996 as
expectations for further Fed ease diminished. Current yield levels imply that
the market is expecting no changes in Fed policy in the second quarter of 1996.
Moderate to strengthening economic growth and controlled inflation are the
secular factors supporting this expectation. Accordingly, the Fund will try to
take advantage of current yield levels and maintain the average maturity of the
portfolio in a range of 35 to 45 days over the near term in anticipation of no
interest rate action by the Fed.

     The Fund has produced competitive returns by focusing on credit research
and avoiding the use of risky derivatives. We intend to continue these policies
in the future. As economic activity picks up, we do not foresee a significant
impact on the short-term creditworthiness of top tier commercial paper issuers
in general. Consumer finance companies may experience some pressure, however, as
consumer credit exposure continues at relatively high levels, so we will monitor
the Fund's permissible credits in this industry particularly closely. The Fund
continues to diversify its core holdings and its industry exposure. In the
months ahead, we plan to add top tier credits in the technology and consumer
non-durable industries.



                        INVESTMENT OBJECTIVE AND STRATEGY

     The objective of the Fund is to achieve maximum current income to the
extent consistent with the preservation of capital and maintenance of liquidity.
The Fund pursues this objective by investing in a diversified portfolio of high
quality short-term debt instruments. The Fund seeks to maintain a stable net
asset value of $1.00 per share. However, there is no assurance of a constant
share price.

     An investment in the Fund is neither insured nor guaranteed by the U.S.
government and there can be no assurance that the Fund will be able to maintain
a stable net asset value of $1.00 per share.



                               PORTFOLIO SUMMARY

      Net Asset Value  3/31/96:    $1.00 Per Share
                       3/31/95:    $1.00 Per Share

              Total Net Assets:    $21.26 Million



                              PORTFOLIO STRUCTURE
                             (% of total net assets)

                                  [BAR GRAPH]

Diversified Finance                   20.3
Consumer Loan Finance                 20.3
Captive Equipment Finance             14.0
Utilities                             12.8
Captive Auto Finance                   9.2
Retail                                 4.4
Insurance                              3.8
Consumer Non-Durables                  3.7
U.S. Government                        3.2
Capital Goods                          2.3
Captive Oil Finance                    2.2
Other Assets & Liabilities             3.8




                       AVERAGE ANNUAL TOTAL RETURNS*
                 Money         Lipper Money       U.S. Treasury
              Market Fund       Market Avg.      Bill (3-Month)

3 Months          1.25%            1.19%               1.27%
   (unannualized)
1 Year            5.44             5.23                5.59
Inception         4.63             4.42                5.02
  (11/1/93)

(table continued from above)

             CUMULATIVE TOTAL RETURNS*
      Money       Lipper Money     U.S. Treasury
   Market Fund     Market Avg.    Bill (3-Month)

       1.25%           1.19%            1.27%

       5.44            5.23             5.59
      11.51           11.02            12.55

* As of 3/31/96

PERFORMANCE IS HISTORICAL AND ASSUMES REINVESTMENT OF ALL DIVIDENDS AND CAPITAL
GAINS. SHARE PRICE AND RETURN WILL VARY SO THAT A GAIN OR LOSS MAY BE REALIZED
WHEN SHARES ARE SOLD. TOTAL RETURN SHOULD NOT BE TAKEN AS A REPRESENTATION OF
FUTURE PERFORMANCE. MANAGEMENT FEES AND ADMINISTRATIVE EXPENSES ARE INCLUDED IN
THE FUND'S PERFORMANCE; HOWEVER, FEES AND EXPENSES ARE NOT INCORPORATED IN THE
U.S. TREASURY BILL. THE LIPPER AVERAGES AND INDICES ARE OBTAINED FROM LIPPER
ANALYTICAL SERVICES, INC., A LARGE INDEPENDENT EVALUATOR OF MUTUAL FUNDS.



                               GROWTH OF $10,000

                                  [LINE GRAPH]

The sum of $10,000 invested at inception (11/1/93) and held until 3/31/96 would
have grown to $11,151 in the Fund or $11,255 in the 3-Month U.S. Treasury Bill
Index assuming reinvestment of all dividends and capital gains.



                                QUALITY RATINGS
                             (% of total net assets)

                       AS RATED BY MOODY'S, S&P AND FITCH

                                  [PIE GRAPH]

                              First Tier Securities
                                      100%


First Tier Securities   100%
Second Tier Securities    0%


SIT MONEY MARKET FUND
PORTFOLIO OF INVESTMENTS -- MARCH 31, 1996

QUANTITY         NAME OF ISSUER        MARKET VALUE (1)

 COMMERCIAL PAPER (93.0%) (2)
    CAPITAL GOODS (2.3%)
       500,000   Deere & Company, 5.25%, 
                   4/15/96                    $ 498,985
    CAPTIVE AUTO FINANCE (9.2%)
                 Ford Motor Credit Corp.:
       237,000     5.22%, 4/11/96               236,660
       295,000     5.15%, 4/29/96               293,830
       203,000     5.29%, 5/28/96               201,319
       225,000     5.33%, 6/25/96               222,206
                 General Motors Acceptance Corp.:
       300,000     5.19%, 4/18/96               299,270
       215,000     5.26%, 4/25/96               214,255
       385,000     5.20%, 5/13/96               382,696
       100,000     5.42%, 7/23/96                98,330
                                              1,948,566
 CAPTIVE EQUIPMENT FINANCE (14.0%)
                 IBM Credit Corp:
       161,000     5.12%, 5/8/96                160,161
       211,000     5.28%, 5/10/96               209,802
       400,000     5.28%, 5/17/96               397,327
       221,000     5.34%, 5/23/96               219,311
                 John Deere Capital Corp.:
       400,000     5.18%, 4/17/96               399,086
       105,000     5.34%, 4/19/96               104,723
       450,000     5.35%, 7/25/96               442,439
                 Pitney Bowes Credit Corp.:
       400,000     5.17%, 4/11/96               399,431
       400,000     5.17%, 4/16/96               399,147
       240,000     5.19%, 5/2/96                238,938
                                              2,970,365
 CAPTIVE OIL FINANCE (2.2%)
                 Chevron Oil Finance:
       220,000     5.29%, 5/14/96               218,620
       242,000     5.29%, 5/16/96               240,412
                                                459,032
 CONSUMER LOAN FINANCE (20.3%)
                 American Express Credit Corp.:
       175,000     5.19%, 4/12/96               174,725
       225,000     5.40%, 5/7/96                223,808
       200,000     5.11%, 5/15/96               198,766
                 American General Financial:
       316,000     5.42%, 4/4/96                315,859
       607,000     5.17%, 5/9/96                603,719
                 Beneficial Corp.:
       500,000     5.30%, 4/26/96               498,184
       400,000     5.29%, 6/7/96                396,114
                 Household Finance Corp.:
       325,000     5.39%. 4/10/96               324,568
       160,000     5.34%, 4/12/96               159,740
       200,000     5.15%, 5/6/96                199,008
       300,000     5.17%, 5/8/96                298,421
                 Norwest Financial, Inc.:
       300,000     5.25%, 4/18/96               299,260
       400,000     5.15%, 5/3/96                398,187
       234,000     5.26%, 5/31/96               231,972
                                              4,322,331
 CONSUMER NON-DURABLES (3.7%)
       400,000   Coca Cola Co., 5.12%, 4/2/96   399,943
       400,000   Coca Cola Enterprises, 5.12%,
                   5/20/96 (5)                  397,251
                                                797,194
 DIVERSIFIED FINANCE (20.3%)
                 Associates Corp. N.A.:
       200,000     5.18%, 4/3/96                199,943
       200,000     5.15%, 5/1/96                199,150
       290,000     5.34%, 6/18/96               286,689
       220,000     5.35%, 7/26/96               216,271
                 CIT Group Holdings, Inc.:
       490,000     5.42%, 4/8/96                489,490
       390,000     5.66%, 4/12/96               389,337
       770,000   General Electric Capital 
                   Services, 5.18%, 4/15/96     768,461
                 General Electric Capital Corp.:
       325,000     5.35%, 4/19/96               324,142
       250,000     5.14%, 4/26/96               249,118
       225,000     5.10%, 5/10/96               223,771
                 Transamerica Finance Corp.:
       250,000     5.17%, 4/23/96               249,218
       200,000     5.15%, 5/2/96                199,122
       200,000     5.10%, 5/20/96               198,631
       325,000     5.33%, 6/27/96               320,877
                                              4,314,220
 INSURANCE (3.8%)
       800,000   American Family Financial,
                   5.21%, 4/30/96               796,675
 RETAIL (4.4%)
                 Sears Roebuck & Co.:
       137,000     5.22%, 4/4/96                136,941
       200,000     5.23%, 4/17/96               199,539
       304,000     5.34%, 4/24/96               302,976
       300,000     5.37%, 6/11/96               296,864
                                                936,320
 UTILITIES       (12.8%) A T & T Corp.:
       400,000     5.14%, 4/3/96                399,886
       575,000     5.28%, 7/9/96                566,777
                 Ameritech Capital Funding.:
       265,000     5.18%, 4/9/96 (5)            264,698
       300,000     5.34%, 4/12/96 (5)           299,512
                 BellSouth Telecommincations, Inc:
       200,000     5.40%, 4/2/96                199,970
       200,000     5.27%, 4/17/96               199,533
                 Southwestern Bell Capital Corp.:
       300,000     5.35%, 6/17/96 (5)           296,612
       500,000     5.32%, 6/19/96 (5)           494,240
                                              2,721,228
 Total commercial paper
    (cost:  $19,764,916)                     19,764,916
 U.S. GOVERNMENT SECURITIES (3.2%)
                 Federal Home Loan Mtg. Assoc.:
       260,000     5.11%, 4/1/96                260,000
       420,000     5.29%, 4/22/96               418,721
 Total U.S. government securities
    (cost:  $678,721)                           678,721
 Total investments in securities
    (cost:  $20,443,637) (6)                $20,443,637


         See accompanying notes to portfolios of investments on page 33.




SIT MUTUAL FUND GROUP
NOTES TO PORTFOLIOS OF INVESTMENTS


(1)  Securities are valued by procedures described in note 1 to the financial
     statements.

(2)  Percentage figures indicate percentage of total net assets.

(3)  At March 31, 1996, 57.8% of the U.S. Government Securities Fund and 31.4%
     of the Bond Fund was invested in GNMA mobile home pass-through securities.

(4)  Securities the income from which is treated as a tax preference that is
     included in alternative minimum taxable income for purposes of computing
     federal alternative minimum tax (AMT). At March 31, 1996, approximately
     18.4% of the Minnesota Tax-Free Income Fund was invested in such
     securities.

(5)  Commercial paper sold within terms of a private placement memorandum,
     exempt from registration under Section 4(2) of the Securities Act of 1933,
     as amended, and may be sold only to dealers in that program or other
     "accredited investors." This security has been determined to be liquid
     under the guidelines established by the Board of Directors.

(6)  At March 31, 1996, the cost of securities for federal income tax purposes
     and the aggregate gross unrealized appreciation and depreciation based on
     that cost were as follows:

<TABLE>
<CAPTION>
                                                                       MINNESOTA
                                                                       TAX-FREE            TAX-FREE
                                                    BOND                INCOME              INCOME
                                                    FUND                 FUND                FUND
<S>                                              <C>                 <C>                <C>         
 Cost for federal income tax purposes            $5,284,010          $64,998,418        $275,071,924

 Unrealized appreciation (depreciation)
   on investments:
     Gross unrealized appreciation                  $24,114           $1,234,039          $6,765,681
     Gross unrealized depreciation                  (90,609)            (262,150)         (1,458,783)


 Net unrealized appreciation (depreciation)        ($66,495)            $971,889          $5,306,898


                                                    U.S.
                                                 GOVERNMENT              MONEY
                                                 SECURITIES             MARKET
                                                    FUND                 FUND

 Cost for federal income tax purposes           $52,203,584         $20,443,637

 Unrealized appreciation (depreciation)
   on investments:
     Gross unrealized appreciation                 $287,724               None
     Gross unrealized depreciation                 (439,965)              None


 Net unrealized appreciation (depreciation)       ($152,241)              None

</TABLE>


SIT MUTUAL FUND GROUP
STATEMENTS OF ASSETS & LIABILITIES -- MARCH 31, 1996

<TABLE>
<CAPTION>
                                                        MINNESOTA                         U.S.
                                                        TAX-FREE         TAX-FREE      GOVERNMENT        MONEY
                                           BOND          INCOME           INCOME       SECURITIES       MARKET
                                           FUND           FUND             FUND           FUND           FUND
<S>                                     <C>            <C>            <C>             <C>            <C>        
ASSETS
Investments in securities, at
   identified cost...................   $5,266,427     $64,998,418    $275,071,924    $52,137,300     $20,443,637

Investments in securities,
   at market value -see
   accompanying schedules for detail.   $5,217,515     $65,970,307    $280,378,822    $52,051,343     $20,443,637

Accrued interest
   receivable........................       39,582       1,263,720       4,371,124        389,404          ------
Receivable for investment
   securities sold...................      226,038          ------          ------        114,147          ------
Receivable for Fund shares
   sold..............................          623          11,924         266,163          3,695         871,392

     Total assets....................    5,483,758      67,245,951      285,016,109    52,558,589      21,315,029


LIABILITIES
Payable for investment securities
   purchased - when issued (note 2)..       ------       3,122,730        2,015,589        ------          ------
Payable for investment securities
   purchased.........................      250,468          ------        2,597,971        ------          ------
Payable for Fund shares
   redeemed..........................       ------       1,009,367           52,594        11,717          29,065
Cash portion of dividends
   payable to shareholders...........        7,389          90,487          396,380        61,401          16,720
Accrued investment management
   and advisory services fee.........        3,514          43,095          184,975        35,472           8,938

     Total liabilities...............      261,371       4,265,679        5,247,509       108,590          54,723

Net assets applicable to
   outstanding capital stock.........   $5,222,387     $62,980,272     $279,768,600   $52,449,999     $21,260,306

Capital stock
   Par...............................       $0.001          $0.001           $0.001         $0.01          $0.001

   Authorized shares................10,000,000,000  10,000,000,000   10,000,000,000 10,000,000,000 10,000,000,000
   Outstanding shares................      531,102       6,242,068       28,317,895     5,011,215      21,263,306

Net asset value per share of
   outstanding capital stock.........        $9.83          $10.09            $9.88        $10.47          $1.00

</TABLE>
         See accompanying notes to financial statements on pages 38-45.

SIT MUTUAL FUND GROUP
STATEMENTS OF OPERATIONS -- YEAR ENDED MARCH 31, 1996

<TABLE>
<CAPTION>
                                                            MINNESOTA                        U.S.
                                                            TAX-FREE        TAX-FREE      GOVERNMENT       MONEY
                                                BOND         INCOME          INCOME       SECURITIES      MARKET
                                                FUND          FUND            FUND           FUND          FUND
<S>                                           <C>          <C>            <C>            <C>          <C>      
INVESTMENT INCOME:
   INCOME:
    Interest...............................   353,382      3,503,180      17,077,265     3,347,787    1,299,695

        Total income.......................   353,382      3,503,180      17,077,265     3,347,787    1,299,695

   EXPENSES (NOTE 3):
    Investment management and
        advisory services fee..............    38,803        436,992       2,123,785       445,304      178,297
        Less fees and expenses voluntarily
            absorbed by investment adviser.      ----           ----         (15,540)      (88,625)     (66,862)

        Total net expenses.................    38,803        436,992       2,108,245       356,679      111,435

        Net investment income..............   314,579      3,066,188      14,969,020     2,991,108    1,188,260

REALIZED AND UNREALIZED GAIN ON
   INVESTMENTS :
    Net realized gain on investments (note 2) 154,186         29,311       1,047,369       466,171         ----

    Net change in unrealized appreciation
        or depreciation of investments.....       742        515,415       3,528,518       162,827         ----

    Net gain on investments................   154,928        544,726       4,575,887       628,998         ----

Net increase in net assets resulting from
   operations..............................  $469,507     $3,610,914     $19,544,907    $3,620,106   $1,188,260


</TABLE>

         See accompanying notes to financial statements on pages 38-45.


SIT MUTUAL FUND GROUP
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                  BOND                      MINNESOTA TAX-FREE       
                                                                  FUND                         INCOME FUND          

                                                       YEAR ENDED      YEAR ENDED      YEAR ENDED       YEAR ENDED    
                                                        MARCH 31,       MARCH 31,       MARCH 31,        MARCH 31,    
                                                          1996            1995            1996             1995       

<S>                                                      <C>             <C>            <C>              <C>            
OPERATIONS:
   Net investment income..............................   $314,579        $221,136       $3,066,188       $1,839,661     
   Net realized gain (loss) on investments............    154,186        (117,419)          29,311         (419,772)   
   Net change in unrealized appreciation
    (depreciation) of investments.....................        742          47,225          515,415          979,887     

    Net increase in net assets resulting from
      operations......................................    469,507         150,942        3,610,914        2,399,776     
 DISTRIBUTIONS TO SHAREHOLDERS FROM:
   Net investment income..............................   (314,579)       (221,136)      (3,075,266)      (1,839,661)   
   Net realized gains on investments..................       ----            ----             ----             ----         

    Total distributions...............................   (314,579)       (221,136)      (3,075,266)      (1,839,661)   
 CAPITAL SHARE TRANSACTIONS:
   Proceeds from shares sold..........................  2,009,736         304,160       32,851,258       37,614,894     
   Reinvested distributions...........................    270,336         212,345        2,334,848        1,475,259     
   Payments for shares redeemed.......................   (745,612)       (315,970)     (16,622,975)     (13,873,710)   

    Increase (decrease) in net assets from
      capital share transactions......................  1,534,460         200,535       18,563,131       25,216,443     

      Total increase (decrease) in net assets.........  1,689,388         130,341       19,098,779       25,776,558     
 NET ASSETS
   Beginning of period................................  3,532,999       3,402,658       43,881,493       18,104,935     

   End of period...................................... $5,222,387      $3,532,999      $62,980,272      $43,881,493     

 NET ASSETS CONSIST OF:
   Capital (par value and paid-in surplus)............ $5,254,900      $3,720,440      $62,434,224      $43,871,093     
   Distributions in excess of net
    investment income.................................       ----            ----           (9,078)            ---- 
   Accumulated net realized gain (loss) from
    security transactions.............................     16,399        (137,787)        (416,763)        (446,074)   
   Unrealized appreciation (depreciation)
    on investments....................................    (48,912)        (49,654)         971,889          456,474     

                                                       $5,222,387      $3,532,999      $62,980,272      $43,881,493     

 CAPITAL TRANSACTIONS IN SHARES:
   Sold...............................................    205,474          32,543        3,250,281        3,830,816     
   Reinvested distributions...........................     27,247          22,594          231,001          150,326     
   Redeemed...........................................    (74,482)        (33,547)      (1,644,655)      (1,425,007)   

 Net increase (decrease)..............................    158,239          21,590        1,836,627        2,556,135     


(table continued from above)


                       TAX-FREE                      U.S. GOVERNMENT                    MONEY MARKET            
                      INCOME FUND                    SECURITIES FUND                        FUND                
                                                                                                                
              YEAR ENDED      YEAR ENDED       YEAR ENDED      YEAR ENDED       YEAR ENDED        YEAR ENDED    
               MARCH 31,       MARCH 31,        MARCH 31,       MARCH 31,        MARCH 31,         MARCH 31,    
                 1996            1995             1996            1995             1996              1995       
                                                                                                                
            $14,969,020     $16,011,411       $2,991,108      $2,374,448       $1,188,260          $984,892     
              1,047,369      (3,519,873)         466,171        (631,212)            ----              ----         
                                                                                                                
              3,528,518       5,481,190          162,827        (150,786)            ----              ----         
                                                                                                                
                                                                                                                
             19,544,907      17,972,728        3,620,106       1,592,450        1,188,260           984,892     
                                                                                                                
            (14,968,966)    (16,000,200)      (2,991,108)     (2,384,177)      (1,188,260)         (985,117)    
                   ----        (560,435)            ----            ----             ----              ----         
                                                                                                                
            (14,968,966)    (16,560,635)      (2,991,108)     (2,384,177)      (1,188,260)         (985,117)    
                                                                                                                
            131,895,973     129,607,190       31,591,518      16,243,728      107,451,651        77,036,008     
             11,117,875      12,481,182        2,618,331       2,180,030        1,076,722           935,224     
           (122,978,226)   (213,034,707)     (19,842,777)    (18,861,210)    (117,090,139)      (66,012,623)    
                                                                                                                
                                                                                                                
             20,035,622     (70,946,335)      14,367,072        (437,452)      (8,561,766)       11,958,609     
                                                                                                                
             24,611,563     (69,534,242)      14,996,070      (1,229,179)      (8,561,766)       11,958,384     
                                                                                                                
            255,157,037     324,691,279       37,453,929      38,683,108       29,822,072        17,863,688     
           $279,768,600    $255,157,037      $52,449,999     $37,453,929      $21,260,306       $29,822,072     
                                                                                                                
           $276,932,234    $256,896,612      $52,700,997     $38,333,925      $21,260,306       $29,822,072     
                                                                                                                
                   ----             (54)            ----            ----             ----              ----         
                                                                                                                
             (2,470,532)     (3,517,901)        (165,041)       (631,212)            ----              ----         
                                                                                                                
              5,306,898       1,778,380          (85,957)       (248,784)            ----              ----         
                                                                                                                
           $279,768,600    $255,157,037      $52,449,999     $37,453,929      $21,260,306       $29,822,072     
                                                                                                                
                                                                                                                
             13,320,566      13,463,623        3,015,296       1,582,314      107,451,651        77,036,009     
              1,122,623       1,298,812          249,905         211,762        1,076,722           935,322     
            (12,420,344)    (22,177,813)      (1,895,812)     (1,836,057)    (117,090,140)      (66,012,623)    
                                                                                                                
              2,022,845      (7,415,378)       1,369,389         (41,981)      (8,561,767)       11,958,708     

</TABLE>

         See accompanying notes to financial statements on pages 38-45.



SIT MUTUAL FUND GROUP
NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The SIT Mutual Funds (the Funds) are 100% no-load funds, and are registered
     under the Investment Company Act of 1940 (as amended) as diversified
     (except Minnesota Tax-Free Income Fund which is non-diversified), open-end
     management investment companies, or series thereof. The SIT Bond Fund, SIT
     Minnesota Tax-Free Income Fund, and the SIT Tax-Free Income Fund are series
     funds of SIT Mutual Funds II, Inc. This report covers the bond funds within
     the SIT Mutual Fund Group. The investment objective for each Fund is as
     follows:


     FUND               INVESTMENT OBJECTIVE

     Bond               Maximize total return, consistent with the preservation
                        of capital.

     Minnesota Tax-     High level of current income that is exempt from federal
     Free Income        income tax and Minnesota regular personal income tax,   
                        consistent with the preservation of capital.            

     Tax-Free Income    High level of current income that is exempt from federal
                        income tax, consistent with the preservation of capital.

     U.S. Government    High current income and safety of principal.
     Securities

     Money Market       Maximum current income with the preservation of capital
                        and maintenance of liquidity.


     Significant accounting policies followed by the Funds are summarized below:

     INVESTMENTS IN SECURITIES

     Securities maturing more than 60 days from the valuation date, with the
     exception of those in Money Market Fund, are valued at the market price or
     approximate market value based on current interest rates; those securities
     with maturities of less than 60 days when acquired, or which subsequently
     are within 60 days of maturity, are valued at amortized cost, which
     approximates market value. When market quotations are not readily
     available, securities are valued at fair value according to methods
     selected in good faith by the Board of Directors. Such fair values are
     determined using prices quoted by independent brokers or pricing services.
     Pursuant to Rule 2a-7 of the Investment Company Act of 1940, all securities
     in the Money Market Fund are valued at amortized cost, which approximates
     market value, in order to maintain a constant net asset value of $1 per
     share.

     Security transactions are accounted for on the date the securities are
     purchased or sold. Securities gains and losses are calculated on the
     identified-cost basis. Interest, including level-yield amortization of
     long-term bond premium and discount, is recorded on the accrual basis.

     Delivery and payment for securities which have been purchased by the
     Minnesota Tax-Free Income, Tax-Free Income, and U.S. Government Securities
     Funds on a forward commitment or when-issued basis can take place a month
     or more after the transaction date. During this period, such securities are
     subject to market fluctuations and each Fund maintains, in a segregated
     account with its custodian, assets with a market value equal to the amount
     of its purchase commitments.

     The Minnesota Tax-Free Income Fund concentrates its investments in
     Minnesota, and therefore may have more credit risk related to the economic
     conditions in the state of Minnesota than a portfolio with broader
     geographical diversification.

     FEDERAL TAXES

     The Funds' policy is to comply with the requirements of the Internal
     Revenue Code applicable to regulated investment companies and to distribute
     all of its taxable income to shareholders. Therefore, no income tax
     provision is required. Also, in order to avoid the payment of any federal
     excise taxes, the Funds will distribute substantially all of their net
     investment income and net realized gains on a calendar year basis.

     Net investment income and net realized gains may differ for financial
     statement and tax purposes. The character of distributions made during the
     year for net investment income or net realized gains may also differ from
     its ultimate characterization for tax purposes. Also due to the timing of
     dividend distributions, the fiscal year in which amounts are distributed
     may differ from the year that the income or realized gains (losses) are
     recorded by the portfolios.

     For federal income tax purposes the Minnesota Tax-Free Income Fund,
     Tax-Free Income Fund, and U.S. Government Securities Fund has a capital
     loss carryover of $416,763, $2,472,504, and $98,757, respectively, at March
     31, 1996 which, if not offset by subsequent capital gains, will begin to
     expire in 2003. It is unlikely the Board of Directors will authorize a
     distribution of any net realized gains until the available capital loss
     carryover is offset or expires.

     DISTRIBUTIONS

     Distributions to shareholders are recorded as of the close of business on
     the record date. Such distributions are payable in cash or reinvested in
     additional shares of the Funds' capital stock. Distributions from net
     investment income are declared daily and paid monthly for the Funds.
     Distributions from net realized gains, if any, will be made annually for
     each of the Funds.

     USE OF ESTIMATES

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

NOTE 2 - INVESTMENT SECURITY TRANSACTIONS

     Purchases of and proceeds from sales and maturities of investment
     securities, other than short-term securities, for the year ended March 31,
     1996, were as follows:
                                               Purchases            Proceeds

     Bond Fund                              $    9,101,412        $   7,372,721
     Minnesota Tax-Free Income Fund             33,152,006            8,347,349
     Tax-Free Income Fund                      100,348,155           64,003,218
     U.S. Government Securities Fund            38,488,527           22,005,537

     For Money Market Fund during the year ended March 31, 1996, purchases of
     and proceeds from sales and maturities of investment securities aggregated
     $225,352,433 and $235,082,664, respectively.

NOTE 3 - EXPENSES

     INVESTMENT ADVISER

     The Funds each have entered into an investment management agreement with
     Sit Investment Associates Inc. (SIA), under which SIA manages the Fund's
     assets and provides research, statistical and advisory services, and pays
     related office rental, executive expenses and executive salaries. SIA also
     is obligated to pay all of Bond, Minnesota Tax-Free Income, Tax Free
     Income, U.S. Government Securities, and Money Market Funds' expenses
     (excluding extraordinary expenses, stock transfer taxes, interest,
     brokerage commissions, and other transaction charges relating to investing
     activities). The fee for investment management and advisory services is
     based on the average daily net assets of the Funds at the annual rate of:

                                                  Average
                                                   Daily
                                                 Net Assets

     Bond Fund                                     .80%
     Minnesota Tax-Free Income Fund                .80%
     Tax-Free Income Fund                          .80%

                                            First           Over
                                         $50 Million     $50 Million

     U.S. Government Securities Fund        1.00%           .80%
     Money Market Fund                      .80%            .60%


     For the period April 1, 1995, through March 31, 1997, the Adviser has
     voluntarily agreed to limit the flat monthly fee (and, thereby, all Fund
     expenses, except extraordinary expenses, interest, brokerage commissions
     and other transaction charges not payable by the Adviser) paid by the
     Tax-Free Income Fund to an annual rate of .70% of the Fund's average daily
     net assets in excess of $250 million and .60% of the Fund's average daily
     net assets in excess of $500 million. After March 31, 1997, this voluntary
     fee waiver may be discontinued by the Adviser in its sole discretion.

     For the period April 1, 1995, through March 31, 1997, the Adviser has
     voluntarily agreed to limit the flat monthly fee (and, thereby, all Fund
     expenses, except extraordinary expenses, interest, brokerage commissions
     and other transaction charges not payable by the Adviser) paid by the U.S.
     Government Securities Fund and Money Market Fund to an annual rate of .80%
     and .50%, respectively of the Fund's average daily net assets. After March
     31, 1997, this voluntary fee waiver may be discontinued by the Adviser in
     its sole discretion.

     TRANSACTIONS WITH AFFILIATES

     The investment adviser, affiliates of the investment adviser, directors and
     officers of the Funds as a whole owned the following shares as of March 31,
     1996:
                                                                     % Shares
                                                  Shares            Outstanding

     Bond Fund                                    102,829              19.36
     Minnesota Tax-Free Income Fund               274,856               4.40
     Tax-Free Income Fund                       1,340,470               4.73
     U.S. Government Securities Fund              467,586               9.33
     Money Market Fund                          3,252,488              15.30


NOTE 4 - FINANCIAL HIGHLIGHTS

     Per share data for a share of capital stock outstanding during the period
     and selected supplemental and ratio information for each period(s), are
     indicated as follows:


SIT BOND FUND
FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                                                      Period from
                                                                                                     December 1,
                                                                                                      1993 (1) to
                                                                          Years Ended March 31,        March 31,
                                                                          1996            1995           1994

<S>                                                                      <C>              <C>           <C>   
NET ASSET VALUE:
   Beginning of period                                                   $9.48            $9.69         $10.00

OPERATIONS:
   Net investment income                                                   .64              .62            .19
   Net realized and unrealized
     gains (losses) on investments                                         .35             (.21)          (.31)

Total from operations                                                      .99              .41           (.12)

DISTRIBUTIONS TO SHAREHOLDERS:
   From net investment income                                             (.64)            (.62)          (.19)

NET ASSET VALUE:
   End of period                                                         $9.83            $9.48          $9.69

Total investment return (2)                                              10.57%            4.51%         (1.22%)

Net assets at end of period (000's omitted)                             $5,222           $3,533         $3,403

RATIOS:
   Expenses to average daily net assets                                   0.80%            0.80%          0.80% (3)
   Net investment income to average daily net assets                      6.49%            6.63%          6.24% (3)
Portfolio turnover rate (excluding short-term securities)               159.45%           41.25%         43.49%

</TABLE>


(1)  Commencement of operations.

(2)  Total investment return is based on the change in net asset value of a
     share during the period and assumes reinvestment of distributions at net
     asset value.

(3)  Adjusted to an annual rate.



SIT MINNESOTA TAX-FREE INCOME FUND
FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                                                      Period from
                                                                                                     December 1,
                                                                                                      1993 (1) to
                                                                          Years Ended March 31,        March 31,
                                                                         1996             1995           1994

<S>                                                                  <C>              <C>           <C>   
NET ASSET VALUE:
   Beginning of period                                                   $9.96            $9.79         $10.00

OPERATIONS:
   Net investment income                                                   .57              .56            .17
   Net realized and unrealized gains
     (losses) on investments                                               .13              .17           (.21)

Total from operations                                                      .69              .73           (.04)

DISTRIBUTIONS TO SHAREHOLDERS:
   From net investment income                                             (.57)            (.56)          (.17)

NET ASSET VALUE:
   End of period                                                        $10.09            $9.96          $9.79

Total investment return (2)                                               7.12%            7.68%         (0.80%)

Net assets at end of period (000's omitted)                            $62,980          $43,881        $18,105

   RATIOS:
   Expenses to average daily net assets                                   0.80%            0.80%          0.80% (3)
   Net investment income to average daily net assets                      5.62%            5.72%          5.23% (3)
Portfolio turnover rate (excluding short-term securities)                15.85%           34.20%         12.23%

</TABLE>



(1)  Commencement of operations.

(2)  Total investment return is based on the change in net asset value of a
     share during the period and assumes reinvestment of distributions at net
     asset value.

(3)  Adjusted to an annual rate.


SIT TAX-FREE INCOME FUND
FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                               Nine Months
                                                                                  Ended
                                                   Years Ended March 31,       March 31,     Years Ended June 30,
                                                    1996           1995          1994          1993        1992

<S>                                              <C>            <C>           <C>           <C>         <C>     
NET ASSET VALUE:
   Beginning of period                               $9.70          $9.63        $10.02         $9.74       $9.59

OPERATIONS:
   Net investment income                               .56            .56           .43           .60         .69
   Net realized and unrealized gains
     (losses) on investments                           .18            .09          (.30)          .32         .15

Total from operations                                  .74            .65           .13           .92         .84

DISTRIBUTIONS TO SHAREHOLDERS:
   From net investment income                         (.56)          (.56)         (.43)         (.60)       (.69)
   From realized gains                                ----           (.02)         (.09)         (.04)       ----

Total distributions                                   (.56)          (.58)         (.52)         (.64)       (.69)

NET ASSET VALUE:
   End of period                                     $9.88          $9.70         $9.63        $10.02       $9.74

Total investment return (1)                           7.73%          7.00%         1.19%         9.81%       9.09%

Net assets at end of period (000's omitted)       $279,769       $255,157      $324,691      $338,977    $192,808

RATIOS:
   Expenses to average daily net assets               0.80% (2)      0.79% (2)     0.77% (2)     0.80%       0.80%
   Net investment income to average daily net assets  5.65% (2)      5.84% (2)     5.68% (2)     6.17%       7.02%
Portfolio turnover rate (excluding short-term 
 securities)                                         25.50%         13.13%        47.56%        58.29%      80.27%



</TABLE>


(1)  Total investment return is based on the change in net asset value of a
     share during the period and assumes reinvestment of distributions at net
     asset value.

(2)  Percentages for the period ended March 31, 1994, are adjusted to an annual
     rate. Total Fund expenses are contractually limited to .80% of average
     daily net assets. However, during the periods ended March 31, 1996, 1995
     and 1994, the investment adviser voluntarily absorbed $15,540, $24,991 and
     $77,029 in expenses that were otherwise payable by the Fund. Had the fund
     incurred these expenses, the ratio of expenses to average daily net assets
     would have been .80% for the periods ended March 31, 1996, 1995 and 1994,
     and the ratio of net investment income to average daily net assets would
     have been 5.65%, 5.83% and 5.65%, respectively.


SIT U.S. GOVERNMENT SECURITIES FUND
FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                               Nine Months
                                                                                  Ended
                                                     Years Ended March 31,      March 31,       Years Ended June 30,
                                                     1996           1995          1994         1993        1992

<S>                                              <C>            <C>           <C>           <C>         <C>   
NET ASSET VALUE:
   Beginning of period                              $10.28         $10.50        $10.73        $10.81      $10.54

OPERATIONS:
   Net investment income                               .70            .67           .47           .71         .77
   Net realized and unrealized gains
     (losses) on investments                           .19           (.22)         (.18)          .07         .44

Total from operations                                  .89            .45           .29           .78        1.21

DISTRIBUTIONS TO SHAREHOLDERS:
   From net investment income                         (.70)          (.67)         (.47)         (.71)       (.77)
   From realized gains                                ----          ----           (.05)         (.15)       (.17)

Total Distributions                                   (.70)          (.67)         (.52)         (.86)       (.94)

NET ASSET VALUE:
   End of period                                    $10.47         $10.28        $10.50        $10.73      $10.81

Total investment return (1)                           8.87%          4.47%         2.70%         7.50%      11.87%

Net assets at end of period (000's omitted)        $52,450        $37,454       $38,683       $31,538     $35,353

RATIOS:
   Expenses to average daily net assets               0.80% (3)      0.80% (3)     0.86% (3)     0.89% (2)   0.80%(2)
   Net investment income to average daily net assets  6.72% (3)      6.48% (3)     5.79% (3)     6.60% (2)   7.28%(2)
Portfolio turnover rate (excluding short-term
  securities)                                        51.37%         38.51%        73.87%        76.66%     133.86%



</TABLE>


(1)  Total investment return is based on the change in net asset value of a
     share during the period and assumes reinvestment of distributions at net
     asset value.

(2)  Prior to January 1, 1993, total Fund expenses were contractually limited to
     1.25% of average daily net assets for the first $30 million of Fund net
     assets and 1.00% of average daily net assets exceeding $30 million of Fund
     net assets. However, during the years ended June 30, 1993 and 1992, the
     investment adviser voluntarily absorbed an additional $72,628 and $134,559
     of expenses that were otherwise payable by the Fund. Had the Fund incurred
     these expenses, the ratio of expenses to average daily net assets would
     have been 1.11% and 1.21%, respectively for these periods, and the ratio of
     net investment income to average daily net assets would have been 6.38% and
     6.87%, respectively.

(3)  Percentages for the period ended March 31, 1994, are adjusted to an annual
     rate. Total Fund expenses are contractually limited to 1.00% of average
     daily net assets for the first $50 million in Fund net assets and .80% of
     average daily net assets exceeding $50 million. However, during the periods
     ended March 31, 1996, 1995 and 1994, the investment adviser voluntarily
     absorbed $88,625, $73,460 and $39,324 of expenses that were otherwise
     payable by the Fund. Had the Fund incurred these expenses, the ratio of
     expenses to average daily net assets would have been 1.00% for each of
     these periods, and the ratio of net investment income to average daily net
     assets would have been 6.52%, 6.28% and 5.65%, respectively.



SIT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS

     As of November 1, 1993, the Fund's name was changed to Sit Money Market
Fund, Inc. from Sit Investment Reserve Fund, Inc. Effective on this date, the
Fund's primary investment policy was amended to comply with Rule 2a-7 of the
Investment Company ct of 1940 governing money market funds. The Fund's
investment objective, however, remains the achievement of maximum current income
to the extent consistent with the preservation of capital and maintenance of
liquidity. Per share amounts prior to November 1, 1993 have been restated to
reflect the 9.98 to 1 stock split.

<TABLE>
<CAPTION>
                                                    MONEY MARKET FUND              SIT INVESTMENT RESERVE FUND

                                                                    Period from  Period from
                                                                   November 1,     July 1,
                                                                     1993 to      1993 to
                                             Years Ended March 31,   March 31,   October 31,  Years Ended June 30,
                                               1996       1995         1994         1993       1993      1992

<S>                                         <C>        <C>          <C>          <C>         <C>       <C>  
NET ASSET VALUE:
   Beginning of period                         $1.00      $1.00        $1.00        $1.00       $1.00     $1.00

OPERATIONS:
   Net investment income                        0.05       0.04         0.01         0.01        0.03      0.05

Total from operations                           0.05       0.04         0.01         0.01        0.03      0.05

DISTRIBUTIONS TO SHAREHOLDERS:
   From net investment income                  (0.05)     (0.04)       (0.01)       (0.01)      (0.03)    (0.05)

NET ASSET VALUE:
   End of period                               $1.00      $1.00        $1.00        $1.00       $1.00     $1.00

Total investment return (1)                     5.44%      4.57%        1.14%        0.92%       3.02%     5.03%

Net assets at end of period (000's omitted)  $21,260    $29,822      $17,864      $12,626     $10,869   $16,234

RATIOS:
   Expenses to average daily net assets         0.50%(3)   0.50%(3)     0.50%(3)     0.72%(3)    0.80%(2)  0.80%(2)
   Net investment income to average daily net 
     assets                                     5.35%(3)   4.63%(3)     2.76%(3)     2.67%(3)    2.98%(2)  4.74%(2)



</TABLE>

(1)  Total investment return is based on the change in net asset value of a
     share during the period and assumes reinvestment of distributions at net
     asset value.

(2)  Prior to January 1, 1993, total Fund expenses were contractually limited to
     1.00% of average daily net assets for the first $30 million of Fund net
     assets. Subsequent to January 1, 1993 total Fund expenses are contractually
     limited to .80% of the first $50 million of Fund net assets. However,
     during the years ended June 30, 1993 and 1992, the investment adviser
     voluntarily absorbed $16,480 and $20,635 of expenses that were otherwise
     payable by the Fund. Had the Fund incurred these expenses, the ratio of
     expenses to daily net assets would have been 0.91% and 1.00%, repectively,
     for these periods, and the ratio of net investment income to average daily
     net assets would have been 2.87% and 4.54%, respectively.

(3)  Percentages for the periods ended March 31, 1994, and October 31, 1993, are
     adjusted to an annual rate. Total Fund expenses are contractually limited
     to .80% of average daily net assets for the first $50 million in Fund net
     assets and .60% of average daily net assets for Fund net assets exceeding
     $50 million. However, during the periods ended March 31, 1996, 1995 and
     1994, and October 31, 1993, the investment adviser voluntarily absorbed
     $66,862, $63,828, $17,565, and $3,224, respectively, in expenses that were
     otherwise payable by the Fund. Had the Fund incurred these expenses, the
     ratio of expenses to average daily net assets would have been .80% for each
     of these periods and the ratio of net investment income to average daily
     net assets would have been 5.05%, 4.33%, 2.46%, and 2.59%, respectively.



INDEPENDENT AUDITORS' REPORT


The Board of Directors and Shareholders
SIT Mutual Funds II, Inc.
SIT U.S. Government Securities Fund, Inc.
SIT Money Market Fund, Inc.:

     We have audited the accompanying statements of assets and liabilities,
including the schedules of portfolios of investments in securities, of SIT Bond
Fund (a series of SIT Mutual Funds II, Inc.), SIT Minnesota Tax-Free Income Fund
(a series of SIT Mutual Funds II, Inc.), SIT Tax-Free Income Fund (a series of
SIT Mutual Funds II, Inc.), U.S. Government Securities Fund, Inc., and SIT Money
Market Fund, Inc. as of March 31, 1996; the related statements of operations for
the year ended March 31, 1996; the statements of changes in net assets for each
of the years in the two-year period ended March 31, 1996; and the financial
highlights as presented in footnote 4 to the financial statements. These
financial statements and the financial highlights are the responsibility of the
Funds' management. Our responsibility is to express an opinion on these
financial statements and the 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 our 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. Investment securities held in custody are confirmed to us by the
custodian. As to securities purchased and sold but not received or delivered, we
request confirmations from brokers and where replies are not received, we carry
out other appropriate auditing procedures. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements and the financial highlights
referred to above present fairly, in all material respects, the financial
position of SIT Bond Fund, SIT Minnesota Tax-Free Income Fund, SIT Tax-Free
Income Fund, SIT U.S. Government Securities Fund, Inc. and SIT Money Market Fund
as of March 31, 1996 and the results of their operations, the changes in their
net assets, and the financial highlights for the periods stated in the first
paragraph above, in conformity with generally accepted accounting principles.


                                                     KPMG Peat Marwick LLP

Minneapolis, Minnesota
May 10, 1996



SIT MUTUAL FUND GROUP
FEDERAL INCOME TAX INFORMATION


    We are required by Federal tax regulations to provide shareholders with
certain information regarding dividend distributions on an annual fiscal year
basis. The figures are for informational purposes only and should not be used
for reporting to federal or state revenue agencies. All necessary tax
information will be mailed in January each year.

<TABLE>
<CAPTION>
                                              LONG-TERM                                                   LONG-TERM
                             ORDINARY          CAPITAL                                ORDINARY             CAPITAL
FUND AND PAYABLE DATE         INCOME          GAIN (a)     FUND AND PAYABLE DATE       INCOME             GAIN (a)

<S>                       <C>                 <C>          <C>                       <C>                   <C>  
Bond Fund                                                  Minnesota Tax-Free Income Fund
    April 28, 1995           $0.04655            $----        April 28, 1995          $0.04304              $----
    May 31, 1995              0.05583             ----        May 31, 1995             0.05151               ----
    June 30, 1995             0.05301             ----        June 30, 1995            0.04595               ----
    July 31, 1995             0.05214             ----        July 31, 1995            0.04722               ----
    August 31, 1995           0.05433             ----        August 31, 1995          0.04748               ----
    September 30, 1995        0.04876             ----        September 30, 1995       0.04509               ----
    October 31, 1995          0.05100             ----        October 31, 1995         0.05016               ----
    November 30, 1995         0.05096             ----        November 30, 1995        0.04741               ----
    December 29, 1995         0.05058             ----        December 29, 1995        0.04560               ----
    January 31, 1996          0.06250             ----        January 31, 1996         0.05108               ----
    February 29, 1996         0.05875             ----        February 29, 1996        0.04534               ----
    March 29, 1996            0.05427             ----        March 29, 1996           0.04556               ----
                             $0.63868(b)      $0.00000                                $0.56544(c)        $0.00000

Tax-Free Income Fund                                       U.S. Government Securities Fund
    April 28, 1995           $0.04218            $----        April 28, 1995          $0.05726              $----
    May 31, 1995              0.04928             ----        May 31, 1995             0.06648               ----
    June 30, 1995             0.04518             ----        June 30, 1995            0.05918               ----
    July 31, 1995             0.04723             ----        July 31, 1995            0.06039               ----
    August 31, 1995           0.04633             ----        August 31, 1995          0.05828               ----
    September 30, 1995        0.04477             ----        September 30, 1995       0.05652               ----
    October 31, 1995          0.04930             ----        October 31, 1995         0.05821               ----
    November 30, 1995         0.04656             ----        November 30, 1995        0.05586               ----
    December 29, 1995         0.04460             ----        December 29, 1995        0.05311               ----
    January 31, 1996          0.05112             ----        January 31, 1996         0.06286               ----
    February 29, 1996         0.04490             ----        February 29, 1996        0.05691               ----
    March 29, 1996            0.04452             ----        March 29, 1996           0.05507               ----
                             $0.55597(c)      $0.00000                                $0.70013(b)        $0.00000

Money Market Fund
    April 28, 1995           $0.00429            $----
    May 31, 1995              0.00505             ----
    June 30, 1995             0.00456             ----
    July 31, 1995             0.00467             ----
    August 31, 1995           0.00457             ----
    September 30, 1995        0.00424             ----
    October 31, 1995          0.00464             ----
    November 30, 1995         0.00436             ----
    December 29, 1995         0.00422             ----
    January 31, 1996          0.00465             ----
    February 29, 1996         0.00399             ----
    March 29, 1996            0.00383             ----
                             $0.05307(b)      $0.00000

</TABLE>

(a)  Taxable as long-term gain.

(b)  Taxable as dividend income and does not qualify for deduction by
     corporations.

(c)  100% of dividends were derived from interest on tax-exempt securities. This
     portion of exempt-interest dividends is exempt from federal taxes and
     should not be included in shareholders' gross income. Exempt-interest
     dividends may be subject to state and local taxes. Each shareholder should
     consult a tax adviser about reporting this income for state and local tax
     purposes.




                 (This page has been left blank intentionally.)



Directors:
              Eugene C. Sit, CFA
              Peter L. Mitchelson, CFA
              Michael C. Brilley
              John E. Hulse
              Sidney L. Jones
              Donald W. Phillips
              William E. Frenzel

Director Emeritus:
              Melvin C. Bahle

Officers:
              Eugene C. Sit, CFA                  Chairman
              Peter L. Mitchelson, CFA            Vice Chairman
              Michael C. Brilley                  Senior Vice President
              Mary K. Stern                       President
              Debra A. Sit, CFA                   Vice President - Investments, 
                                                    Assistant Treasurer
              Paul E. Rasmussen                   Vice President & Treasurer
              Michael P. Eckert                   Vice President - Group Manager
              Michael J. Radmer                   Secretary
              Parnell M. Kingsley                 Assistant Secretary
              Carla J. Rose                       Assistant Secretary




ANNUAL REPORT
BOND FUNDS
MARCH 31, 1996


INVESTMENT ADVISER
Sit Investment Associates, Inc.
4600 Norwest Center
Minneapolis, MN 55402
612-334-5888 (Metro Area)
800-332-5580

DISTRIBUTOR
SIA Securities Corp.
4600 Norwest Center
Minneapolis, MN 55402
612-334-5888 (Metro Area)
800-332-5580

CUSTODIAN
Norwest Bank Minnesota, N.A.
733 Marquette Avenue
Minneapolis, MN 55479

TRANSFER AGENT AND
DISBURSING AGENT
First Data Investor Services
P.O. Box 9763
Providence, RI 02940-9763

AUDITORS
KPMG Peat Marwick LLP
4200 Norwest Center
Minneapolis, MN 55402

LEGAL COUNSEL
Dorsey & Whitney P.L.L.P.
220 South Sixth Street
Minneapolis, MN 55402




MEMBER OF
100%   NO-LOAD
       MUTUAL FUND
       COUNCIL




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