OREGON MUNICIPAL BOND FUND INC
N-30D, 1996-01-10
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<PAGE>
                             CRABBE HUSON FUNDS
                             1995 ANNUAL REPORT
                                   REPORT
                              
                    The Oregon Municipal Bond Fund, Inc.

                     The Crabbe Huson Special Fund, Inc.

                                        The Crabbe Huson
                             Asset Allocation Fund, Inc.      

                      The Crabbe Huson Equity Fund, Inc.

                      The Crabbe Huson Income Fund, Inc.

                        The Crabbe Huson U.S. Government
                                       Income Fund, Inc.

                        The Crabbe Huson U.S. Government
                                 Money Market Fund, Inc.

                            The Crabbe Huson Real Estate
                                   Investment Fund, Inc.


                                        October 31, 1995

This report has been prepared for the shareholders and may only be
distributed
to others if preceded or accompanied by a current prospectus.

[PHOTO]

<PAGE>

[PHOTO]

<TABLE>
<CAPTION>
TABLE OF CONTENTS
<S>                                                               
   <C>
To our Shareholders                                               
   Page 1
Schedule of Investments
     The Oregon Municipal Bond Fund, Inc.                         
   Page 14
     The Crabbe Huson Special Fund, Inc.                          
   Page 16
     The Crabbe Huson Asset Allocation Fund, Inc.                 
   Page 18
     The Crabbe Huson Equity Fund, Inc.                           
   Page 20
     The Crabbe Huson Income Fund, Inc.                           
   Page 22
     The Crabbe Huson U.S. Government Income Fund, Inc.           
   Page 23
     The Crabbe Huson U.S. Government Money Market Fund, Inc.     
   Page 24
     The Crabbe Huson Real Estate Investment Fund, Inc.           
   Page 25
Statements of Assets & Liabilities                                
   Page 26
Statements of Operations                                          
   Page 28
Statements of Changes in Net Assets                               
   Page 30
Notes to Financial Statements                                     
   Page 32
Financial Highlights                                              
   Page 39
Independent Auditors' Report                                      
   Page 55
</TABLE>

<PAGE>
November 30, 1995

To Our Shareholders:

The stock and bond markets posted extraordinary gains for the
fiscal year
ending October 31, 1995.  The Crabbe Huson Funds posted worthwhile
returns in
most instances.  The Funds' returns were influenced by their
investment
objectives and the nature of the securities in which they were
invested.  Later
in this report we will discuss in more detail each Fund's return
and progress
during the year; however, here are the results in summary form. 
Please note
the Funds' returns assume all dividends and capital gains (if any)
were
reinvested.  For more detailed information on each Fund and its
performance and
share prices, please refer to the appropriate section of this
annual report.

Also, listed below are various market indices to give you some feel
for
comparative returns.  There are some substantial differences that
should be
mentioned however.  Indices are un-managed "baskets" of securities
that do not
reflect fees or other expenses, while Fund performance is stated
after the
expenses outlined in this report.  Additionally, one cannot invest
"directly"
in an index, although it may be possible to emulate one by
investing in an
index fund.  The Crabbe Huson Funds do not attempt to emulate an
index in any
respect.  This may result in substantial differences in Fund
performance versus
the indices from time to time.
<PAGE>
<TABLE>
<CAPTION>
                                                 Fiscal-Year
Ending:  10/31/95
<S>                                                               
<C>
FUND'S TOTAL RETURN<F1>
The Crabbe Huson U.S. Government Money Market  Fund, Inc.<F2>     
   5.30%
The Crabbe Huson U.S. Government Income Fund, Inc.<F3>            
   9.12%
The Oregon Municipal Bond Fund, Inc.                              
  10.66%
The Crabbe Huson Income Fund, Inc.                                
  11.92%
The Crabbe Huson Asset Allocation Fund, Inc.                      
  13.00%
The Crabbe Huson Real Estate Investment Fund, Inc.                
   8.31%
The Crabbe Huson Equity Fund, Inc.                                
  13.37%
The Crabbe Huson Special Fund, Inc.                               
   1.78%
STOCK MARKET INDICES
Standard & Poor's 500 Index<F4>                                   
  26.43%
Dow Jones Industrials<F4>                                         
  25.00%
Russell 2000 Index<F4>                                            
  18.33%
Standard & Poor's 400 Mid-cap Index<F4>                           
  21.19%
NASDAQ/OTC Composite<F4>                                          
  33.26%
Morgan Stanley REIT Index<F5>                                     
  10.88%
BOND AND MONEY MARKET INDICES
(c)IBC/Donoghue's
 MONEY FUND REPORT AVERAGES(tm) - All Taxable<F6>                 
   5.42%
Ryan Lab's Three Year Treasury Index<F5>                          
  10.96%
Lehman Brothers' Government/Corporate Bond Index<F4>              
  16.16%
Lehman Brothers' Municipal Bond Index<F5>                         
  14.85%
CONSUMER PRICE INDEX                                              
   2.74%
<FN>
<F1> Data quoted represents past performance.  Future returns and
principal
value will fluctuate so that an investor's shares, when redeemed,
may be worth
more or less than the original cost.
<F2> Although the Fund intends to maintain a constant one dollar
per share net
asset value, there is no assurance the Fund will be able to do so. 
An
investment in the Fund is neither insured nor guaranteed by the
U.S.
Government.
<F3> An investment in the Fund is neither insured nor guaranteed by
the U.S.
Government.
<F4> Source: SEI Funds Evaluation Service
<F5> Source: Bloomberg Ltd.
<F6> Source: IBC/Donoghue's MONEY FUND REPORT(tm), a service of
IBC/Donoghue,
Inc. Holliston, MA 01746
</FN>
</TABLE>
<PAGE>
                            INVESTMENT OUTLOOK

During the course of the fiscal year ended October 31, 1995,
economic
conditions evolved quite nicely for the stock and bond markets.  If
you recall
the 12 months preceding October 1994, the increase in interest
rates had
restricted the performance of the stock market and led to a decline
in the bond
market.  This was not the case in fiscal 1995:  interest rates have
declined
throughout most of the year. (Chart 1)

In 1994, in order to forestall an increase in inflation pressures,
the Federal
Reserve (the Fed) embarked on a program to slow the economy by
increasing
short-term interest rates.  Due, in part, to the anticipation of
the success of
the Fed's program, the bond market rallied through most of fiscal
'95.  And, as
a result of this strength in bond prices, rates on 30-year U.S.
Treasury bonds
declined from about 8.0% to about 6.3%<F1>. (Chart 1)

Also, in July 1995 the Fed indicated an easing of its stance by
dropping the
Federal (Fed) Funds rate<F2> from 6.00% to 5.75%.  Participants in
the
financial markets became less concerned about higher interest rates
and more
nervous about future economic trends: mainly, was the economy set
on a
recessionary course?  And while this seems to be a recurrent fear
of many
investors throughout the year, economic conditions so far have
tracked quite
nicely with subdued inflation (Chart 2), lower interest rates, and
moderately
paced business activity (Chart 3).

The bond market was strong, but stock investors found plenty to
like as well
through their own interpretation of the economic scenario.  With
interest rates
down, relatively low inflation, and continuing economic growth,
what's not to
like?  It seems 1995 was the best of both worlds for stock and bond
investing.

                   [GRAPH]     [GRAPH]     [GRAPH] 

<F1> Although many of our clients are well aware of the principles
of bond
investing, we are asked frequently why this price/interest rate
relationship
exists.  Our reply can be steeped in higher mathematics, or it can
be logical
and intuitive.  For example, if you own a bond that pays 8% and the
current
rate for new bonds is 6%, then you will likely want a premium price
if someone
comes to buy your bond.  Moreover, the longer your bond pays 8%,
the more money
you will want for giving up this high rate of interest. 
Conversely, if you own
a bond that pays 6% and the current interest rate on new bonds is
8%, you will
get a lower price for your 6% bond should you decide to sell it. 
Additionally,
if under the terms of the bond you are stuck with a 6% return for
20 years, you
will get a lower price than if this below-market-rate (6%) were
going to
persist for only 1 or 2 years.
<F2> Federal (Fed) Funds are funds in excess of bank reserve
requirements that
commercial banks deposit in Federal Reserve Banks.  Member banks
may lend Fed
Funds to one another on an overnight basis.  The Fed controls the
Fed Funds
rate by buying or selling excess funds which, in turn, raises or
lowers
interest rates.

<PAGE>
We guess it is a characteristic of the breed that investors, when
things are
going well, begin to worry about the next trend which may not be
quite so
favorable.  It seems that investors, unlike Satchel Paige, are
constantly
looking over their shoulder to see who or what may be gaining on
them. 
Presently, there are those worried that the decline in long-term
interest rates
is signaling a recession in 1996.  They point to the declining
trends in
consumer spending and weak economic conditions in Europe, Canada,
Mexico, and
Japan as leading us into a consumer and export led recession. 
Additionally,
the Fed has reinforced these concerns by indicating that it would
not be quick
to lower the Fed Funds rate until Congress and the administration
work out a
budget agreement.

Our view, if we may add our voice to the cacophony of predictions
one receives
around this time of year, is that the economy will continue to
muddle through
the current uncertainty.  Slow growth to be sure, but growth
nevertheless. 
Business activity may be subdued in the first part of 1996 as the
consumer
remains tentative.  However, the current low level of inflation and
interest
rates will likely stimulate growth as the year progresses, first in
housing and
then in consumer durables such as automobiles.  Regardless of the
precise
pattern, our working assumption is that a recession is unlikely in
1996.

After the strength in 1995 the stock market may have to pause to
catch its
breath in 1996.  However, some areas of the market may do well. 
The economic
environment we foresee may lead to a shift by investors into stocks
of
companies whose operations are sensitive to the business cycle. 
These are
commonly known as cyclical stocks and include, among others, steel,
auto, and
airline stocks.  Investors have shunned many of the cyclicals over
the past
several months preferring, instead, those stocks that have
defensive
characteristics such as those of beverage, drug, and household
products
companies.  This is a natural path to take if one is concerned
about future
economic growth.  If this concern dissipates, as we believe it
will, then many
cyclicals may return to favor.

If our business cycle forecast is correct, the bond market may run
into some
trouble as the year progresses.  Higher than expected economic
growth may lead
to a modest up-tick in inflation which may make bond investors
nervous.  We may
take action in our bond portfolios to hedge against such a
development some
time in 1996.  Generally, this is done by selling some of the
longer maturing
bonds and replacing them with those of shorter maturities (see
footnote 1 on
page 2).

It seems that any view of the short-  or long-term outlook for the
economy and
financial markets also has to incorporate likely political
developments. 
President Clinton and the Republican dominated Congress are
presently locked in
a struggle on the best way to balance the Federal budget.  We find
it
encouraging that both participants agree that the task needs to be
accomplished.  Whether it happens in the seven years Congress wants
or the ten 
<PAGE>
years the President wants is of less concern than whether or not it
happens at
all.  We believe one of the reasons for the market's strength in
1995 has been
the anticipation that a compromise will ultimately be reached
leading to a
balanced budget at some time in the future.  They seem serious,
although we
have been tricked before (remember Gramm-Rudman).

All in all, we see a reasonably benign economic environment for
stocks in 1996
and, to a lesser extent, for bonds.  However, the markets often
respond to
stimuli that are unforeseen, so one cannot say conclusively that it
will be a
good year for returns.  Unfortunately, we will not know until we
get there. 
Such is the way of investing.  But, the likely political and
economic
developments appear to be favorable for the long-term health of the
markets.

We mentioned earlier that one of the driving forces for the stock
market has
been the drop in long- term interest rates.  As interest rates
decline,
investors seek higher prospective rates of return elsewhere.  In
this case
there is probably not a market participant out there that is
unaware of the
studies showing that stocks have outperformed bonds and U.S.
Treasury Bill
holdings over the long pull and for the last ten years:

<TABLE>
<CAPTION>
           1926 to 1994        1985 to 1994
<S>       <C>                 <C>
Stocks         10.1%               14.2%
Bonds           5.0%               12.1%
T-Bills         3.8%                5.9%
Inflation       3.1%                3.6%
</TABLE>
Source:  Ned Davis Research, Inc. Returns are annualized for the
period 

This long-term relationship has prompted investors to look
favorably on stock
investing.  We believe one proxy for investor attitudes is cash
flows into
equity mutual funds (Chart 4).

                                  [GRAPH]

As Willy Sutton would say, "That's where the money is."  In our
opinion,
long-term money will likely continue to flow into equity mutual
funds. 
Demographic patterns, such as the retirement of the "baby boom"
generation,
which will begin roughly in about 15 years and last through the
year 2030,
suggest the need for additional savings accumulation.  Our friend,
Dr. Arnold
Moskowitz of Moskowitz Capital, has done a back-of-the-envelope
calculation and
has come up with a number showing this added savings at $11
trillion.  Even if
we give or take a few trillion, any way you slice it, the pie is
very large
indeed.  And, if we assume financial assets, primarily stocks and
bonds, get
their share of the pie, the long-term outlook is quite good.

<PAGE>
"Long-term" is, however, an important modifier.  We suspect
short-term flows
into the market can be quite volatile.  Chart 4 above shows that
when the
market dips inflows dip as well.  Unless the stock market is a
one-way street
heading higher, which we doubt, we will likely see periods when
cash flows
actually turn negative.  It is during such periods of market
volatility that
investors are at risk of making the wrong move at the wrong time. 
One way to
guard against this risk is to structure your portfolio of funds to
reflect your
tolerance for price fluctuations.  This may involve the use of bond
oriented
funds or money market funds along with stock funds or the use of a
balanced or
asset allocation type fund.

Generally speaking, in determining risk tolerance one should take
the following
factors into account.  These are not all inclusive, but we proffer
them only to
emphasize the importance of a properly designed investment program.

  Age:  Those with longer investment horizons generally can
tolerate wider
fluctuations in price.  There are a couple of reasons for this. 
One is that,
historically at least, the stock and bond markets have recovered
over time
after experiencing a setback.  This enables long term investors to
recoup any,
hopefully, temporary losses as long as they "hang in there." 
Usually those
with longer horizons (over 10 years) may want a higher
concentration in equity
oriented (stock) funds.

  Cash Flow Needs:  If investors expect to draw down a significant
portion of
their investment on a regular or even sporadic basis it might be
better to have
a less volatile portfolio to reduce the chances of having to make
a withdrawal
during a period of significantly lower prices.  Also, there is a
tendency for
portfolios that include bond and money market funds to earn a
higher level of
dividend and interest income making it somewhat easier to meet
withdrawal
needs.

  Pucker Factor:  There is no other way to say it.  Some folks may
be just too
nervous regardless of withdrawal needs or investment horizon, to
ever be
comfortable with a potentially volatile portfolio.  If you check
the paper
every day to price your funds, if you constantly agonize over the
likely impact
of current events on the markets, if your hands turn sweaty when
the price of
one of your funds declines 5% and you run screaming into the hall
if it
declines 10%, then perhaps you are a candidate for a potentially
more stable
portfolio.  In our opinion this may be the most important element
in designing
an investment program.  Unfortunately, investment temperaments are
difficult to
analyze or predict.

                            INVESTMENT PHILOSOPHY

Since many reading this report are new investors in Crab be Huson
Funds, we
would like to review our investment philosophy. This philosophy
influences
nearly all investment decisions made in the Funds.
<PAGE>
We are contrarian investors.  Our observation is that most
investors consider
an asset rising in price as becoming more attractive, while an
asset declining
in price is viewed as becoming less attractive.  In the perverse
world of
contrarian investing, we must take the opposite mind-set: that is,
we must view
an asset rising in price as one which will eventually become
over-valued and be
sold, while one declining in price, at some point will become
under-valued and
therefore, an attractive purchase.  The key in this process is to
remember the
majority of investors are correct much of the time, market
up-trends and
down-trends could not otherwise be established; however, at turning
points, the
majority is incorrect.

We implement this philosophy with all the care and skill we can
bring to bear. 
Since the nature of this approach at times inclines us to go
against the crowd,
you may see holdings and/or strategies in the portfolios that
seemingly do not
match generally accepted investment trends.  Nevertheless, this
approach has
worked well for our clients over the years as can many philosophies
if applied
with skill, diligence, and perseverance.

                            FUND REVIEW AND OUTLOOK

As expected, the Funds' results were influenced by their investment
objectives. 
With this in mind, we use the chart on the following page to help
you position
your investment along a risk reward scale.

As indicated by the "risk/return" chart, income oriented Funds at
the left side
generally have a greater degree of safety, but also, perhaps, lower
reward
expectations.  This, of course, is a premise for all investing:
lower potential
risk suggests lower potential reward, and higher potential risk
suggests higher
potential reward.  As far as we are aware, no one has been able to
consistently
surmount this basic maxim over the long pull.  Therefore, as your
Fund managers
we need to do two things:  improve the equation as much as possible
by applying
investment skills and maintain the integrity of each Fund by
managing them
according to their objectives.

As investors, your responsibility is to be aware of your
objectives, invest in
the appropriate vehicle, and take a long enough view to allow your
selected
investment vehicles to meet your objectives.  With this as a
backdrop, let us
discuss the progress of the individual Funds for the past year, as
well as
their current portfolio position.   

                                  [GRAPH]
     [PHOTO]
Garth R. Nisbet, CFA
Funds Managed:
The Crabbe Huson U.S. Government Money Market Fund, Inc.
The Crabbe Huson U.S. Government Income Fund, Inc.
The Crabbe Huson Income Fund, Inc.
The Oregon Municipal Bond Fund, Inc.
<PAGE>
The Crabbe Huson U.S. Government Money Market Fund, Inc. 

This Fund consists of U.S. Treasury securities and obligations
issued by
agencies of the U.S. Government.  These latter securities are not,
in all
cases, obligations of the U.S. Government but are generally
regarded as among
the highest grade securities available.  This Fund is the most
conservative in
our family of Funds.  All securities within the Fund must have a
maturity of
less than one year from the date of purchase, and the average
maturity of the
portfolio shall not exceed 90 days.  Currently, the Fund has a
relatively long
(for a money market fund) average maturity of 77 days.

This Fund is most appropriate for investors who cannot tolerate
principal risk,
want immediate access to their funds, and are willing to accept
lower returns
than potentially achievable in our other Funds.  The fact that the
Fund is
substantially exempt from state income tax enhances its
attractiveness to
investors subject to state income tax.

While long-term rates fell significantly during the year,
short-term rates were
mixed.  Three-month U.S. Treasury bill yields increased 30 basis
points to
5.5%, while one-year U.S. Treasury bills yields fell 60 basis
points to 5.5%. 
If evidence of consumer based economic weakness continues to mount,
the Fed
will be persuaded to reduce short term rates, perhaps as early as
their next
Federal Open Market Committee meeting on December 19th.  For the
fiscal year
ended October 31, 1995, this Fund earned 5.30%.

The Crabbe Huson U.S. Government Income Fund, Inc.

The U.S. Government Income Fund invests only in bonds of the U.S.
Government,
its agencies, and its instrumentalities.  Under terms of the
prospectus, 75% of
the holdings of this Fund must have maturities of five years or
less.  At
fiscal year-end, the average maturity of the Fund was 8.6 years. 
The limited
flexibility of this Fund should likely result in lower price
volatility and
lower returns over time.  Therefore, we position it towards the
lower end of
our risk spectrum.

The Fund returned 9.12% for the fiscal year ended October 31, 1995,
compared
with the Ryan Labs Three- year Treasury Index which returned
10.96%.  These
returns reflect the dramatic decline in interest rates.  For
example, rates on
3-year Treasuries fell from 7.00% at the end of fiscal 1994 to
5.75% at the end
of fiscal 1995.  The Fund's under performance was due to our
relatively
conservative approach to interest rate risk during the first half
of the year:
our average maturity was less than the index.  During the last five
months of
the year, however, our strategic posture changed; and as rates
continued to
fall, the Fund outperformed the Ryan Labs index by about 0.70%
during this
time.

The Fund's results in 1996 will again reflect what happens in the
shorter-term
areas of the U.S. yield curve.  This Fund continues to be
appropriate for
investors who seek the possibility of a somewhat higher return than
money
market funds with a limited degree of price volatility. 
<PAGE>
The Crabbe Huson Income Fund, Inc. 
 
This Fund can invest in a broad cross-section of investments
including, but not
limited to: bonds of the U.S. Government, its agencies and
instrumentalities;
corporate bonds; mortgage-backed bonds; convertible bonds;
convertible
preferred stock; and foreign bonds.  Unlike the U.S. Government
Income Fund,
the Income Fund can also own bonds that are rated less than AAA and
even less
than BBB in limited amounts.  Furthermore, there are no maturity
restrictions
in this Fund.  As a result of the greater investment latitude
allowed, this
Fund is appropriate for those investors seeking to invest in a more
aggressive
portfolio of fixed income securities.

1995 has been a good year for bonds and bond funds as interest
rates have
declined by about 2 percentage points, causing bond prices to
increase.  This
drop in interest rates has been a result of two things.  The first
is optimism
concerning an ultimate resolution to the U.S. federal budget
deficit.  The
second is a significant change in market expectations concerning
economic
growth and inflation.

In an attempt to slow down 1994's robust economy, the Fed increased
short-term
interest rates last year from 3% to 6%.  As a result, signs of
weakness began
to appear in the housing, auto and retail sectors.  Consumer debt
levels
remained relatively high and by mid-year unemployment claims
increased as the
growth in new jobs began to decline.  The current situation is a
slow growth
resulting from a softer consumer and government sector while offset
somewhat by
strength in the manufacturing and export side of the economy. 
Additionally,
the majority of the inflation news has been positive, with most
indicators in
the 1% to 3% range and declining.  However, potential factors of
concern
include potential wage pressures (e.g., labor negotiations) and
continued signs
of life in the manufacturing and housing sectors.

                            [GRAPH]    [GRAPH]

For the fiscal year ended October 31, 1995, the Fund returned
11.92%.  While
this return is high relative to historical bond market results
(about 6%), it
is below the Lehman Brothers Govt/Corp Bond Index return of 16.16%. 
The Fund's
under performance was due to our relatively conservative approach
to interest
rate risk during the first half of the year: our average maturity
was less than
the index.  During the last five months of the year, however, our
strategic
posture changed; and as rates continued to fall, the Fund
outperformed the
Lehman index by about 1.50%. 
<PAGE>
The Oregon Municipal Bond Fund, Inc. 

This Fund is a diversified portfolio of municipal bonds which are
exempt from
federal and, in most cases, state income tax.  The Fund generally
invests only
in bonds issued by the state of Oregon and political subdivisions
within the
state.  Occasionally the Fund will also invest in municipal bonds
issued
outside of the state that are also exempt from federal and state
income tax. 
Typically, the only taxable income the Fund earns is overnight
interest on
temporary cash.  The Fund can invest in bonds of any maturity and,
therefore,
can show greater price fluctuations and should show higher returns
over time
than our Money Market Fund and Government Income Fund.  This
potential longer
maturity and the narrow investment focus (mostly in state municipal
bonds) lead
us to classify this Fund in the same position along our risk
spectrum as our
Income Fund.

The Fund's average maturity has remained stable at approximately 9
years. 
While this would equate to an average maturity in the taxable bond
market, it
is actually relatively intermediate compared to the majority of
municipal
indices.  Because of this intermediate bias, the fund will
outperform in a
difficult increasing rate environment, but lag during any
significant drop in
rates.  The quality of the Fund continues to remain high with 60%
of the bonds
we own being either AAA rated or pre-refunded in U.S. Treasury
obligations. 
These characteristics make the Fund appropriate for taxable
investors seeking a
high quality, tax-exempt Oregon Bond Fund which currently has an
intermediate-term maturity.

For the fiscal year ended October 31, 1995, the Fund returned
10.66%, which
includes both income (federal and state tax-free) and the change in
the value
of the shares.  This compares to the Lehman Bros. Municipal Bond
Index return
of 14.85%.
                                  [GRAPH]

The Oregon municipal bond market continues to experience a
relatively quiet
period with light new issuance and modest demand from muni bond
buyers.  While
the politically based discussions of a federal flat tax continue to
provide a
source of conversation and concern for some market participants, we
are not as
pessimistic (especially given current relative yields of 80% of
taxable
alternatives) about the future of the Oregon municipal market. 
Once the
numbers are "crunched," political rhetoric will eventually return
to fiscal
reality. 
<PAGE>
[PHOTO]

Richard S. Huson, CFA
Funds Managed:
The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe Huson Equity Fund, Inc.

[PHOTO]

John E. Maack, Jr., CFA
Funds Managed:
The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe Huson Equity Fund, Inc.

[PHOTO]

Marian L. Kessler
Funds Managed:
The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe Huson Equity Fund, Inc.

[PHOTO]

Robert E. Anton
Funds Managed:
The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe Huson Equity Fund, Inc.


The Crabbe Huson Asset Allocation Fund, Inc.

By its nature, this Fund will, at all times, contain some mix of
stocks, bonds,
and short-term reserves.  As the portfolio manager, we will shift
this mix to
reflect our view of changing economic and market conditions. 
However, this
Fund may not invest more than 75% of its assets in common stocks. 
On the other
hand, it will usually not contain less that 20% in stocks. 

On February 1, 1996, the adviser Crabbe Huson Group, Inc. will
remove the
annual expense limit of 1.50%.  This is in order to allow the Fund
to take
advantage of certain expense reduction opportunities such as
directed
brokerage, and securities lending to directly offset Fund expenses. 
We are
committed to continue reducing the overall expense ratio of the
Fund.

The Fund returned 13.0% for the fiscal year ended October 31, 1995. 
This is
not as well as we would have liked, and we believe this was because
of three
factors.  First, the equity portion of the Fund under-performed the
S&P 500. 
For the year, the stock portion of the Fund was up about 20.7%
versus 26.4% for
the S&P.  While we always hope to compare favorably to the market,
the sad fact
is that our contrarian approach does not work in all market
environments.  
<PAGE>
Actually, we are not aware of any philosophy that masters all
market
circumstances; however in our case, a sharply rising stock market
has tended to
be the most difficult for our style.  Fortunately, this kind of
environment is
not the norm.

The second reason we see for the portfolio lagging the market was
our
conservative bond policy.  The rapidity and magnitude of the long-
term
interest rate decline surprised us.  And, while we owned some
longer maturity
bonds, in retrospect we should have owned considerably more.

The final reason we would cite is our asset allocation mix.  While
correct in
terms of direction, it was far too conservative for the environment
that
actually developed.

                                  [GRAPH]

During the course of the fiscal year, the Fund's mix followed the
approximate
pattern below: 
<TABLE>
<CAPTION>
            Fixed Income    Common and
            (Bonds)         Preferred Stock    Reserves
<S>        <C>             <C>                <C>
10/31/94       36.2%          47.8%             16.0%
01/31/95       35.9%          53.7%             10.4%
04/30/95       34.8%          44.5%             20.7%
10/31/95       50.5%          46.5%              3.0%
</TABLE>

For most of the year we owned more stocks than bonds.  This was
good.  Stocks
out-performed bonds over the year.  Beginning around the third
quarter we began
to increase the bond weighting in the portfolio.  This reflected
our thinking
that, while both stocks and bonds had return possibilities greater
than
reserves, bonds would have provided us with nearly as much return
as stocks
with perhaps less risk.  Currently, bonds comprise about 50% of the
Fund's
investments.  Also, anticipating a further decrease in interest
rates, more
bonds of longer maturities were purchased.  The average maturity of
the bond
portion of the portfolio at the close of the fiscal-year was about
13 years.

We are optimistic that our current asset allocation strategy will
work better
for us in 1996.  We do not expect the stock market to be as strong
in the
coming year; and if any setbacks occur, the higher bond weighting
may provide
us with some price cushion.  And, while we do not plan it over the
short run,
we may once again become somewhat more cautious in the bond portion
of the
portfolio as the year progresses.

<PAGE>
The Crabbe Huson Equity Fund, Inc.

This Fund may have up to 100% of its assets invested in stocks.  We
seek to
provide shareholders with potential long-term capital appreciation
by investing
in a diversified portfolio of medium to large companies.  As in all
of our
portfolios with stocks, the hallmark of our approach to investing
is our
contrarian style covered earlier in this report.  While our bias in
this Fund
is towards a significant position in stocks, we may from
time-to-time invest up
to 35% of the assets in reserves.  Because most of this Fund's
assets will be
in equities, we put it farther out on the risk spectrum than our
Funds that
contain bonds.

On February 1, 1996, the adviser Crabbe Huson Group, Inc. will
remove the
annual expense limit of 1.50%.  This is in order to allow the Fund
to take
advantage of certain expense reduction opportunities such as
directed
brokerage, and securities lending to directly offset Fund expenses. 
We are
committed to continue reducing the overall expense ratio of the
Fund.

The final quarter of fiscal 1995 was a difficult one for The Equity
Fund, with
returns falling 2.63% versus the S&P's rise of 4.06%.  For the
fiscal year
ended October 31, 1995, the Fund rose 13.37%--an acceptable return
on an
absolute basis; but clearly lagging the market index, the S&P 500,
appreciation
of 26.43%.  Our contrarian approach to investing proved problematic
this year
as we aggressively sold into market sectors whose momentum carried
them into
what we believed were excessive valuations.  The problem is that
momentum often
carries certain sectors into uncharted territory as liquidity
accelerates and
as mutual fund managers indulge in a little window dressing to
preserve
quarterly or annual performance.  In the first nine months of the
fiscal year,
these sectors (most notably technology and financial stocks)
continued their
upward trend as investors sought a safe haven from a seemingly
slowing domestic
economy, deflationary pricing, and political turmoil regarding a
balanced
budget.  The last three months of the year followed the same
pattern but with a
rotation into traditional growth stocks in the final quarter. 

Most of the stocks that we determined fit our contrarian style, and
we believed
were values, languished in the final months of the year.  However,
as we look
forward, the prospects for these (in many cases is cyclical
companies) appear
to be quite good. 
                                  [GRAPH]

One of the reasons for the Fund lagging the averages was the amount
of cash the
portfolio held during the year.  The average cash reserves were
about 18%, and
in a sharply rising market this tends to lower results.  Going into
the year,
we were encouraged over the prospects for the stock market but two
elements
surprised us.  The first surprise was the magnitude of the market's
rise.  A
26.43% gain in the Standard & Poor's 500 index qualifies for most
years as
extraordinary performance.  Even more surprising, however, was the
lack of any
significant setbacks along the way, and it is during such interim
declines that
we find a wider selection of attractive stocks in which to employ
our reserves.
<PAGE>
At year-end cash reserves, consisting of short term investments,
comprised
approximately 14% of the Fund.  On balance, our outlook for the
stock market in
1996 continues to be a positive one.  But, we don't believe the
market strength
in 1995 is likely to be repeated in 1996.  There will remain
uncertainty in the
economy, interest rates will likely trend higher as the year
unfolds, and
corporate profits will not likely be up the estimated 21% gain they
experienced
in 1995.  These factors will likely temper stock market results,
and they may
lead to a few setbacks where we may choose to employ our reserves
at more
optimistic prices. 

[PHOTO]                                    [PHOTO}

James E. Crabbe                            John W. Johnson
Fund Managed:                              Fund Managed:
The Crabbe Huson Special Fund, Inc.        The Crabbe Huson Special
Fund, Inc.

The Crabbe Huson Special Fund, Inc. 

This Fund invests, for the most part, in stocks of
small- to medium-size companies.  Stocks of these companies are
generally more
volatile, but we believe provide attractive potential long-term
returns.  This
Fund may invest up to 100% of its assets in stocks.  Because of
these factors,
we view it as having the greatest degree of potential risk and, we
hope,
long-term returns as well.

On February 1, 1996, the adviser Crabbe Huson Group, Inc. will
remove the
annual expense limit of 1.50%.  This is in order to allow the Fund
to take
advantage of certain expense reduction opportunities such as
directed
brokerage, and securities lending to directly offset Fund expenses. 
We are
committed to continue reducing the overall expense ratio of the
Fund.

After substantially outperforming all the broad based market
indices in fiscal
year 1994, the Special Fund's fiscal year ending October 31, 1995,
was not so
stellar relative to the same indices.  The Fund was up 1.78% for
fiscal year
1995.  This compares to 21.19% for the S & P Midcap 400 Index and
33.26% for
the NASDAQ/OTC Composite.

We would cite two distinct reasons for this under-performance.  The
first was
our posture on the technology stocks; and the second was the
under-performance
of the stocks and industry groups that we invested in during the
course of the
fiscal year.
<PAGE>
After technology stocks had contributed to the Fund's performance
in fiscal
1994, we determined that many of them had reached their peak-- in
fact, we
believed they were over-priced (even giving full credit for the
highly
optimistic forecasts for 1995).  Considering this over-valuation,
we decided to
take advantage of this phenomenon.  We hedged the portfolio by
selling
short<F3> a number of these tech stocks believing that their prices
would
likely fall from their high levels.  With hind-sight being 20/20,
it seems we
were a bit premature in our hedging strategy.  Rather than
declining, the
technology stocks continued to advance during fiscal 1995.  This
continued rise
resulted in losses for those stocks we had sold short.  We have
reduced the
portfolio's short position from about 25% to about 15% of the
Fund's total net
assets.  We continue to see this as a positive position for the
Fund, and we
believe the necessary changes in investor's attitudes that will
allow us to
recognize profits on these short position are on the horizon. 

                                  [GRAPH]

The market in general was not particularly conducive to contrarian
investing. 
It's advance seemed to be earnings-driven in nature, and most
out-of-favor
stocks suffer from near-term earnings problems.  During the year,
the
concentration of performance was in established growth companies,
technology
and banking groups.  These companies had already experienced
substantial price
advances in the previous year and were not candidates for purchase
or retention
by a true contrarian.  Rather than being carried along with the
strength of
these leading groups, the shares of those companies that were not
showing
near-term earnings momentum, by and large, did not participate in
the market
advance and were subjected to substantial institutional
liquidation.  As the
Special Fund repositioned itself after a highly successful fiscal
1994, many of
these out-of-favor groups were bought by the Fund.  These groups
included
retail, health care providers, and energy stocks. 

While we are never pleased by under-performance, we believe we have
transitioned the Special Fund during fiscal 1995 to a position
where once again
we can enjoy the long-term benefits of investing in undervalued
securities.  We
do not see the market moving substantially higher without
broadening to include
consumer related companies and other undervalued sectors.  On the
other hand,
the technology stocks will be hard pressed to duplicate their
performance of
1995 and our short position could prove to be an effective hedge
against any
serious market correction.

<F3> Selling short is a hedging technique whereby stocks are
borrowed and then
sold at current market value to be subsequently purchased at a
lower price. 
This would be done if it is believed that prices on the securities
are going to
decline.  If they do decline, the securities would be purchased at
that lower
price resulting in a gain.  If prices were to subsequently rise,
the security
would have to be purchased at the higher price resulting in a loss.


<PAGE>

[PHOTO]

Jay L. Willoughby, CFA
Aldrich, Eastman & Waltch, L.P.
Fund Managed:
The Crabbe Huson Real Estate Investment Fund, Inc.

The Crabbe Huson Real Estate Investment Fund, Inc. 

This Fund is a diversified Fund that invests primarily in equity
securities of
real estate investment trusts (REITs) and other real estate
industry companies. 
Under normal circumstances, at least 75% of the Fund will be
invested in such
shares.  The goal of the Fund is to provide current income and
potential
capital appreciation to its shareholders.  The Fund provides
investors the
ability to invest in large real estate companies and to diversify
their bond
and stock positions by adding this real estate option to their
holdings.  The
guiding principals of our contrarian philosophy will be
incorporated into the
day-to-day management of this Fund just as they are incorporated
into our other
Funds.
<PAGE>
On September 6, 1995, the shareholders of The Crabbe Huson Real
Estate
Investment Fund approved a Sub-advisory Agreement among the
Adviser, the Real
Estate Investment Fund and Aldrich, Eastman & Waltch, L.P. ("AEW"). 
Pursuant
to the Sub-advisory Agreement, AEW will be responsible for the
day-to-day
investment management of the Real Estate Investment Fund, subject
to the
overall supervision of the Adviser and the Real Estate Investment
Fund's Board
of Directors.

In the long-run, we expect REIT stocks, and this Fund, will perform
in line
with real estate in general.  However, they may both be more
sensitive to
interest rate movements and the direction of stock prices in the
short-run. 
This may lead to greater share price volatility than would be
experienced in a
direct real estate investment.

The REIT market, as measured by the Morgan Stanley REIT Index,
performed about
as expected for the year ended October 31, 1995, gaining 10.88%. 
The Crabbe
Huson Real Estate Investment Fund returned 8.31%  The primary
reason for our
underperformance was our overweighted positions in the
higher-yielding slower
growing REITs in general and retail REITs in particular.  The very
poor retail
environment, along with a couple of individual REIT company
announcements, have
combined to put significant downward pressure on this group of
stocks.  In
spite of their price declines, the retail REITs have posted
earnings that are
generally in line with expectations. 

                                  [GRAPH]

As tax loss selling abates, we expect some of these stocks to
recover quickly. 
We expect to pare back our exposure on this strength and shift a
greater
percentage of the portfolio into selected multifamily, industrial,
and self
storage REITs where the real estate fundamentals look stronger. 

In absolute terms, we are reasonably pleased with performance of
REITs over the
last year.  While some have found relative performance of REITs
quite
disappointing, in fact, we are more sanguine.  We have maintained,
for some
time, the new REIT market (since 1992) would ultimately produce
returns that
were increasingly correlated with property markets, confounding
those who
believe they act like small- cap stocks.  We understand that it
will take years
to bear out our assertion, but offer the following as an indication
of
short-term movements.

There are those who will say that REITs are correlated with stocks
on the
downside but just do not go up with them.  We fundamentally
disagree (Chart 5). 
Over the one, three, and five years periods ended September 30,
1995, non-
health care equity REITs as measured by NAREIT returned 10.25%,
12.00%, and
15.88% versus S&P 500 returns of 29.67%, 14.98%, and 17.24%.  The
stock and
bond markets have been in a 14-year bull market with very few
interruptions. 
The duration of the move has been extraordinary while the magnitude
has been
more normal.  The bull market for these asset classes may not be
over, but it
is surely nearer the end than the beginning.  A broad market
correction or
shift in sentiment could encourage some portfolio managers to seek
more
defensive stocks.  Any resulting portfolio shift would likely
improve the
relative performance of REITs.

<PAGE>
On the other hand, the institutional commercial property markets
have been in a
bear market since about 1987.  The inability of some of America's
finest real
estate companies to secure traditional financing in the early
1990's is in fact
what forced them into the public markets, very near the bottom of
the real
estate cycle.   The gains in 1992 and 1993 reflected only the
initial recovery
stage in our opinion.  With a new public market discipline now
being exerted on
the real estate markets, we think a longer upturn has begun.  This
new
discipline will likely cause future real estate cycles to be longer
and less
volatile.  The rewards will be shared by those who think critically
about the
demand for space and how best to maximize a property's cash flow. 
Development
will be discouraged, except where warranted, as professional
managers are
forced to allocate scarce capital to projects with the most
attractive
long-term returns.  Gone (at least for now) are the days 100%- plus
financing
for speculators. 
                                  [GRAPH]

The net results will be a longer period of more stable REIT returns
in our
opinion, averaging 10% to 12% per year, that are not highly
correlated with the
stock and bond markets.  Current yields of about 8%, coupled with
trend growth
of 3% to 5%, should make REITs increasingly attractive to a growing
number of
investors.  Gains over the last year are in line with our broader
expectations. 
In this sense, we are pleased with the absolute returns generated
by REITs, and
look forward to what we believe will be an extended real estate
cycle. 

We appreciate the opportunity to continue to participate in your
effort to
achieve your financial goals.

Sincerely,





/s/ Richard S. Huson
President
<PAGE>
THE OREGON MUNICIPAL BOND FUND,  INC.

SCHEDULE OF INVESTMENTS
October 31, 1995


<TABLE>
<CAPTION>
       Face                                                       
    Market
      Value   Securities Description                              
     Value
FIXED INCOME SECURITIES - 98.3%
<S>           <C>                                                 
 <C>
PRE-REFUNDED BONDS - 18.7%*
$    40,000   Multnomah County
                School District #1
                9.200%  12/15/95 ..........................       
 $  40,255
  1,000,000   Multnomah County
                School District #1
                9.300%  12/15/95 ..........................       
 1,006,490
    295,000   Metropolitan Service District
                5.750%  7/01/99 ...........................       
   314,912
    270,000   Metropolitan Service District
                6.600%  7/01/99 ...........................       
   295,987
    250,000   Clackamas & Washington County
                School District #003
                7.200%  10/01/99 ..........................       
   275,937
    200,000   Clackamas & Washington County
                School District #003
                7.250%  10/01/99 ..........................       
   221,000
    400,000   Metropolitan Service District
                7.000%  1/01/00 ...........................       
   446,000
    353,000   Deschutes County (St.
                Charles Medical Center)
                6.750%  1/01/00 ...........................       
   390,947
    100,000   Oregon State Department
                General Services
                7.200%  1/15/00 ...........................       
   112,500
    150,000   Clackamas County School
                District  #12  6.500%
                06/01/00 ..................................       
   163,312
    310,000   Emerald Peoples Utility
                District  6.300%
                11/01/00 ..................................       
   339,450
    125,000   Oregon Economic Development                         
             
                                     Dept-Ser B  6.350%
                1/01/01 ...................................       
   137,500
    250,000   Washington County School District
                 # 48J  6.200%  9/01/01 ...................       
   272,187
    250,000   Emerald Peoples Utility
                District  6.500%
                11/01/01 ..................................       
   276,563
    270,000   Port of Morrow (Pollution
                Control)  6.375%
                04/01/02 ..................................       
   297,000
    125,000   Marion & Polk County School
                District #24J  5.700% 10/01/02 ............       
   133,438
    225,000   Marion & Polk County
                School District #24-J
                6.000%  10/01/02 ..........................       
   244,125
    250,000   Oregon State Revenue
                Series B  6.250%
                1/01/08 ...................................       
   273,750
                                                                  
 5,241,353
INSURED BONDS - 43.8%
    200,000   Jackson County School District
                6.000%  6/01/01 (FSA) .....................       
   215,250
    250,000   Clackamas County Hospital
                Facility Revenue 5.800%
                3/01/02 (MBIA) ............................       
   266,563

<CAPTION>
       Face                                                       
    Market
      Value   Securities Description                              
     Value
<S>           <C>                                               
<C>
$ 1,000,000   Portland Hospital Facility
                Legacy Health System
                6.400% 5/01/02  (AMBAC) ...................      $ 
1,105,000
    200,000   Yamhill County
                School District #29J
                4.800%  6/01/02 (FSA) .....................       
   201,250
  1,240,000   Hood River County Oregon
                School District 6.000%
                6/01/03 (AMBAC)............................       
 1,346,950
    250,000   Emerald Peoples Utility
                District 5.450%
                11/01/03 (AMBAC)...........................       
   263,750
    500,000   Deschutes/Jefferson County
                School Dist. 5.300%
                6/01/04 (MBIA).............................       
   519,375
    260,000   Hood River County Oregon
                School Dist.  6.000%
                6/01/04  (AMBAC) ..........................       
   282,100
    545,000   Jefferson County School District
                #509J  6.500%
                6/15/04  (FSA) ............................       
   609,038
    400,000   University Puerto Rico Ser
              5.100%  6/01/05 (MBIA).......................       
   406,500
    350,000   Portland Oregon Sewer System
                (Revenue)  5.750%
                10/01/05  (FGIC) ..........................       
   377,125
    500,000   Washington County Sewer System
                (Revenue)  5.800%
                10/01/05  (AMBAC) .........................       
   532,500
  1,015,000   Crook County Oregon School
                District 4.700%
                2/01/06 (FSA)..............................       
   984,550
    400,000   Oregon State Facility
                Series A  6.100%
                9/01/06  (AMBAC) ..........................       
   429,500
    350,000   Washington County Sewer System
                (Revenue)  5.900%
                10/01/06  (AMBAC) .........................       
   373,625
  1,065,000   McMinnville Sewer System
                (Revenue)  4.700%
                2/01/07  (FGIC) ...........................       
 1,043,700
    335,000   Jackson County School District
                5.200%  6/01/07 (FSA) .....................       
   340,025
  1,000,000   Salem Keizer School
                District #24-J  5.500%
                6/01/07  (FGIC) ...........................       
 1,028,750
  1,100,000   Multnomah County S.D. Park Rose
                5.600%  12/01/07 (FGIC)....................       
 1,153,625
    350,000   Portland Sewer System
                6.000%  10/01/12 (FGIC)....................       
   366,188
    500,000   McMinnville Sewer System
                (Revenue)  5.000%
                2/01/14  (FGIC)  ..........................       
   472,500
                                                                  
12,317,864
CERTIFICATE OF PARTICIPATION BONDS - 1.0%
    250,000   City of Portland
                6.950%  04/01/99 ..........................       
   272,813


<FN>
*Dates reflect pre-refunded dates.
</FN>
</TABLE>

See accompanying notes to financial statements.


<PAGE>
THE OREGON MUNICIPAL BOND FUND,  INC.
SCHEDULE OF INVESTMENTS
October 31, 1995

<TABLE>
<CAPTION>
       Face                                                       
    Market
      Value   Securities Description                              
     Value
STATE OF OREGON
<S>           <C>                                                
<C>
General Obligation - 9.4%
$   240,000   State of Oregon G. O.
                7.700%  03/01/02...........................      
$   253,800
    100,000   State of Oregon G. O.
                9.000%   04/01/03 .........................       
   126,750
    205,000   State of Oregon G.O.
                8.200%  07/01/04...........................       
   254,969
    150,000   State of Oregon G.O.
                7.200%  07/01/04...........................       
   176,250
    110,000   State of Oregon G.O.
                6.000%  08/01/04...........................       
   119,625
    200,000   State of Oregon G. O.
                9.000%  10/01/04 ..........................       
   230,500
    345,000   State of Oregon G.O.
                6.750%  05/01/05...........................       
   395,025
    250,000   State of Oregon G. O.
                (Veterans) 7.250% 07/01/06 ................       
   299,063
    200,000   State of Oregon G. O.
                (Veterans) 8.250% 01/01/07 ................       
   254,000
    200,000   State of Oregon G. O.
                (Veterans)  7.250% 01/01/07 ...............       
   239,750
    100,000   State of Oregon G.O. (Alt Energy)
                6.400%  01/01/08 ..........................       
   106,125
    130,000   State of Oregon G.O.
                9.200%  04/01/08 ..........................       
   178,588
                                                                  
 2,634,445
Revenue Bonds - 2.7%
    545,000   Oregon State Light Rail
                7.000%  06/01/04 ..........................       
   627,431
    125,000   Oregon State Fair & Expo
                Revenue 7.375% 10/01/06 ...................       
   128,154
                                                                  
   755,585
OTHER BONDS
General Obligation - 12.7%
    225,000   City of Portland Water G.O.
                3.700%  12/01/00 ..........................       
   230,062
    330,000   Puerto Rico G.O.
                7.125%  07/01/02 ..........................       
   350,625
    445,000   Washington & Clackamas School
                District 5.250%  6/01/03 ..................       
   460,019
    300,000   Deschutes G.O. School
                District #1 5.800%  02/01/04 ..............       
   316,875
    400,000   Washington & Clackamas School
                District  5.250  6/01/05 ..................       
   407,000
    200,000   Clackamas Community College
               5.100%  12/01/05 ...........................       
   203,750
  1,000,000   Tri-Met Light Rail
                5.900%  07/01/06 ..........................       
 1,053,750
    300,000   Salem Oregon Series A
                5.875%  1/01/07 ...........................       
   310,875
    230,000   Lane County Area Education District
                4.850%  6/01/08 ...........................       
   224,825
                                                                  
 3,557,781

<CAPTION>
       Face                                                       
    Market
      Value   Securities Description                              
     Value
<S>           <C>                                                
<C>
Other Revenue Bonds - 10.0%
$   200,000   City of Portland (Hydro Electric
                Power) 6.500% 10/01/97 ....................      
$   201,780
     335,000  Central Lincoln PUD
                6.500%  01/01/02 ..........................       
   367,662
    600,000   Clackamas County Hospital (Sisters
                of Providence) 6.200% 10/01/02 ............       
   646,500
    350,000   City of Portland (Urban Renewal)
                5.700%  06/01/04 ..........................       
   370,125
    420,000   Multnomah County School District
                5.000%  3/01/07 ...........................       
   417,375
    765,000   Salem Educational Facility (Revenue)
               6.000%  04/01/10 ...........................       
   797,512
                                                                  
 2,800,954


Total Investments -  98.3%                                        
27,580,795
 (Cost $26,215,041)**
Other Assets and (Liabilities), Net - 1.7%                        
   489,576

TOTAL NET ASSETS - 100.0%                                        $
28,070,371

<FN>
**Aggregate cost for Federal income tax purposes is identical.
</FN>
</TABLE>

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
              Portfolio Allocation Table:

<S>           <C>
Education....................................            43.7%
General Obligation...........................            10.6
General Services.............................             8.2
Hospital.....................................             8.7
Public Utility...............................             5.2
Transportation...............................             6.0
Economic Development.........................             3.8
Water & Sewer................................            12.1

Total Investments............................            98.3%


</TABLE>

<PAGE>
THE CRABBE HUSON SPECIAL FUND, INC.

SCHEDULE OF INVESTMENTS
 October 31, 1995

<TABLE>
<CAPTION>
                                                                  
            Market
       Shares   Securities Description                            
             Value
<S>             <C>                                               
    <C>
CONVERTIBLE PREFERRED -  0.5%
       50,000   Olympic Financial Ltd .......................     
    $    4,237,500

COMMON STOCK - 74.5%
CONSUMER CYCLICALS
Automotive - 0.5%
       91,800   Exide Corp ..................................     
         4,027,725

Consumer Products - 2.9%
      783,100 * General Instrument Corp......................     
        14,878,900
      745,500   Juno Lighting, Inc ..........................     
        10,809,750
                                                                  
        25,688,650
Retail - 7.6%
    1,275,600 * Ann Taylor ..................................     
        14,031,600
    1,536,900 * Bombay Co, Inc ..............................     
         9,029,288
    1,122,100 * Burlington Coat Factory .....................     
        12,483,363
      753,100   Cato Corp CL A ..............................     
         4,612,738
    1,496,000   Phillips-Van Heusen .........................     
        15,147,000
      631,600   Ross Stores, Inc ............................     
         9,908,225
      220,700 * Sports & Recreation Inc .....................     
         1,627,663
                                                                  
        66,839,877
CONSUMER STAPLES - 5.0%
      771,900 * Fred Meyer Inc ..............................     
        14,376,638
      679,200   Hudson Foods Inc CL A .......................     
         9,593,700
      592,400 * Paragon Trade Brands, Inc ...................     
         9,404,350
    1,870,400 * Payless Cashways, Inc .......................     
        10,754,800
                                                                  
        44,129,488
BASIC MATERIALS & INDUSTRIAL
Building Materials -1.4%
      164,900   Fleetwood Enterprises .......................     
         3,380,450
    1,393,900   Morrison Knudsen Corp .......................     
         9,060,350
                                                                  
        12,440,800
Chemicals -1.1%
      781,200   Crompton & Knowles Corp ...................       
         9,862,650

Equipment & Machinery  - 3.4%
      810,800   Giddings & Lewis, Inc .......................     
        13,074,150
    1,341,500   MK Rail Corp ................................     
         9,558,188
      213,500   Stewart & Stevenson Serv ....................     
         4,857,125
       89,800   Wabash National Corp ........................     
         2,278,675
                                                                  
        29,768,138
Forest Products & Packaging - 1.9%
      783,900   Longview Fibre Co ...........................     
        11,366,550
      332,800   TJ International, Inc .......................     
         5,761,600
                                                                  
        17,128,150
Metals & Mining - 5.0%
      791,600   Battle Mountain Gold ........................     
         6,035,950
      504,600   Huntco, Inc .................................     
         6,559,800
      817,500   Oregon Steel Mills Inc ......................     
        11,649,375
      182,200 * Pegasus Gold Inc ............................     
         2,004,200
    1,757,500   Sante Fe Pacific Gold Co ....................     
        17,355,313
                                                                  
        43,604,638
Pollution Control - 2.0%
    5,167,800 * Rollins Environmental Services ..............     
        17,441,325

ENERGY  - 5.5%
      189,600   Anadarko Petroleum Corp .....................     
         8,223,900
       98,400   Asarco, Inc .................................     
         3,173,400
       18,300   Devon Energy Corp ...........................     
           398,025

<CAPTION>
                                                                  
            Market
       Shares   Securities Description                            
             Value
<S>             <C>                                               
    <C>
ENERGY  - (continued)
      916,900 * Forcenergy Gas Exploration ..................     
    $    8,939,775
      589,500   Holly Corp ..................................     
        12,821,625
      432,500 * Oryx Energy Corp ............................     
         4,973,750
      983,400   Snyder Oil Corp .............................     
        10,079,850
                                                                  
        48,610,325
FINANCIAL  - 8.4%
      347,000   American Financial Group Inc.................     
         9,716,000
      544,200 * Citation Insurance Group ....................     
         2,414,888
      795,000   John Alden Financial Corp....................     
        16,496,250
      112,600 * Olympic Financial Ltd .......................     
         2,054,950
      620,700 * Risk Capital Holdings Inc ...................     
        13,655,400
      739,300 * 20th Century Industries .....................     
        12,290,863
      581,900 * Zurich Reinsurance Centre ...................     
        16,729,625
                                                                  
        73,357,976
HEALTHCARE - 12.7%
      288,100 * Cor Therapeutices ...........................     
         2,989,038
    1,452,800 * Coventry Corp ...............................     
        28,511,200
      330,500 * Grancare Inc ................................     
         4,833,563
      291,700   Grupo Casa Autrey - ADR .....................     
         3,719,175
      918,100   Integrated Health Services ..................     
        21,001,538
      756,500 * Perrigo Co ..................................     
         9,267,125
      252,400 * Scherer R.P. Corp ...........................     
        11,231,800
      720,800 * Sofamor Danek Group, Inc ....................     
        17,659,600
    1,073,100 * Sun Healthcare Group, Inc ....... ...........     
        12,743,063
                                                                  
       111,956,102
REAL ESTATE INVESTMENT TRUST - 2.9%
    1,626,600 * Catellus Development Corp ...................     
         8,946,300
      317,700   Crown American Realty .......................     
         2,422,463
      629,600   Prime Residential, Inc ......................     
        11,018,000
      217,000   Prime Retail, Inc ...........................     
         2,631,125
                                                                  
        25,017,888
TECHNOLOGY - 5.1%
    1,014,800 * 3D0 Co ......................................     
        10,909,100
    1,108,800 * Cray Research ...............................     
        23,007,600
    1,271,700 * Zenith Electronics Corp .....................     
        10,650,480
                                                                  
        44,567,180
TRANSPORTATION - 9.1%
    1,154,300   Airborne Freight Corp .......................     
        30,300,375
      906,600 * Alaska Air Group ............................     
        13,485,675
      268,600   Hunt (JB) Transportation Serv ...............     
         4,163,300
      698,500 * Landstar System Inc .........................     
        18,335,625
      308,900   Teekay Shipping Corp ........................     
         7,181,925
      115,900   TNT Freightways Corp ........................     
         2,086,200
      359,900   Yellow Corp .................................     
         4,723,688
                                                                  
        80,276,788

Total Common Stocks                                               
       654,717,700

  OPTIONS - 2.5%
Put Options
       70,000   Cypress Semiconductor Corp
                @ 45, expiring 12/15/95 .....................     
           691,250
   14,269,400   Morgan Stanley High Tech Index
                @ 350, expiring 6/21/96 .....................     
         4,913,240
   15,804,800   Morgan Stanley High Tech Index
                @ 316, expiring 6/21/96 .....................     
         2,985,527
   15,384,615   Morgan Stanley High Tech Index
                @ 325, expiring 6/21/96 .....................     
         3,380,000
   45,839,300   Morgan Stanley High Tech Index
                @ 327, expiring 6/21/96 .....................     
        10,483,448
                                                                  
        22,453,465
<FN>

*Non-income producing
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON SPECIAL FUND, INC.
SCHEDULE OF INVESTMENTS
 October 31, 1995

<TABLE>
<CAPTION>
       Shares
      or Face                                                     
            Market
        Value   Securities Description                            
             Value
SHORT-TERM INVESTMENTS - 9.8% **
<S>             <C>                                               
    <C>
Treasury Bills -1.3%
                U.S. Treasury Bill
$   5,000,000     5.270% 11/24/95 ...........................     
    $    4,983,148
    4,000,000     5.160% 12/21/95 ...........................     
         3,971,333
    2,285,000     5.260% 10/17/96 ...........................     
         2,167,460
                                                                  
        11,121,941

Discount Notes - 8.5%
                Federal Farm Credit
    3,000,000     5.480% 12/15/95 ...........................     
         2,979,907
    3,500,000     5.500% 12/22/95 ...........................     
         3,472,729
      865,000     5.520% 12/07/95 ...........................     
           860,225
      500,000     5.530% 11/28/95 ...........................     
           497,926
    1,000,000     5.550% 11/03/95 ...........................     
           999,692
    4,010,000     5.560% 11/09/95 - 1/04/96 .................     
         3,984,053
    8,660,000     5.570% 11/27/95 - 1/04/96 .................     
         8,615,496
    1,000,000     5.590% 11/17/95 ...........................     
           997,516
      305,000     5.610% 11/13/95 ...........................     
           304,430

            Federal Home Loan
    2,000,000     5.470% 1/22/96 ............................     
         1,975,081
    1,590,000     5.480% 12/28/95 ...........................     
         1,576,204
    4,000,000     5.490% 1/30/96 ............................     
         3,945,100
    3,500,000     5.500% 12/29/95 ...........................     
         3,468,986
    3,250,000     5.520% 12/08/95 - 12/13/95 ................     
         3,230,028
    3,155,000     5.540% 11/24/95 - 12/18/95 ................     
         3,141,414
    7,000,000     5.550% 1/02/96 - 1/3/96 ...................     
         6,932,552
   11,450,000     5.560% 11/07/95 - 1/25/96 .................     
        11,347,657
    6,000,000     5.570% 11/06/95 - 1/10/96 .................     
         5,945,460
    4,445,000     5.580% 1/05/96 - 1/08/96...................     
         4,399,585
    1,500,000     5.590% 11/13/95 ...........................     
         1,497,205
    4,465,000     5.620% 11/01/95 - 11/15/95.................     
         4,463,984
                                                                  
        74,635,230


Total Short-Term Investments                                      
             85,757,171

Total Investments -87.3%                                          
            767,165,836
  (Cost 789,902,314)***
Cash - 0.2%                                                       
              2,028,004

SECURITIES SOLD SHORT - (15.1%)
COMMON STOCKS
Computers - 3.6%
      180,700   Computer Associates Intl, Inc ...............     
        (9,938,500)
      107,700   Micro Warehouse Inc .........................     
        (4,792,650)
      222,500   Sun Microsystems, Inc .......................     
       (17,355,000)

                                                                  
       (32,086,150)

</TABLE>


<TABLE>
<CAPTION>
                                                                  
            Market
       Shares   Securities Description                            
             Value
<S>             <C>                                               
      <C>
Semiconductors - 4.3%
      408,150   Alliance Semiconductor ......................     
      ($12,550,611)
      410,100   Cypress Semiconductor .......................     
       (14,456,025)
       96,200   Microchip Technology Inc ....................     
        (3,817,938)
      100,000   Micron Technology ...........................     
        (7,062,500)
                                                                  
       (37,887,074)
Software - 7.2%
      150,000   Adobe Systems, Inc ..........................     
        (8,550,000)
       93,200   Broderbund Software .........................     
        (6,465,750)
      431,900   Gartner Group Inc CL A ......................     
       (18,841,638)
      854,000   Tellabs, Inc ................................     
       (29,036,000)
                                                                  
       (62,893,388)

Total Securities Sold Short -   (15.1%)                           
           (132,866,612)
 (Proceeds $116,397,420)****
Other Assets and (Liabilities), Net - 27.6%                       
            242,232,606

TOTAL NET ASSETS - 100.0%                                         
         $  878,559,834

<FN>
**Rates reflect purchase yield to maturity.
***Aggregate cost for Federal income tax purposes is $790,872,568.
****Aggregate proceeds for Federal income tax purposes is
$119,775,124.

</TABLE>

See accompanying notes to financial statements.
<PAGE>
THE CRABBE HUSON ASSET ALLOCATION FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995



<TABLE>
<CAPTION>
         Face                                                     
              Market
        Value   Securities Description                            
               Value
<S>             <C>                                               
       <C>
FIXED INCOME SECURITIES - 50.2%
GOVERNMENT BONDS - 33.2%
$  10,765,000   U.S. Treasury Note
                  6.000% 8/31/97 ................................. 
      $  10,834,218
    7,465,000   U.S. Treasury Note
                  6.250% 8/31/00 ................................. 
          7,615,046
    3,870,000   U.S. Treasury Note
                  6.500% 8/15/05 ................................. 
          4,005,837
   21,300,000   U.S. Treasury Bond
                  6.875% 8/15/25 ................................. 
         22,861,290
                                                                  
          45,316,391
CORPORATE BONDS - 7.4%
      600,000   Baxter International
                  7.500% 5/01/97 ................................. 
            612,000
      500,000   GMAC
                 8.000%  10/01/99 ................................ 
            527,500
      550,000   Upjohn Co
                  5.875% 4/15/00 ................................. 
            539,687
      550,000   Pepsico, Inc
                  5.875% 6/01/00 ................................. 
            543,812
      400,000   American Express Credit
                  6.500% 8/01/00 ................................. 
            404,500
      700,000   Ford Motor Credit
                  6.250% 11/08/00 ................................ 
            696,500
      725,000   GMAC
                 9.000%  10/15/02 ................................ 
            815,625
      550,000   IBM Corp
                  7.250% 11/01/02 ................................ 
            576,812
      550,000   Tennessee Valley Authority
                  6.125% 7/15/03 ................................. 
            540,375
      550,000   JP Morgan & Company
                  7.625% 9/15/04 ................................. 
            585,062
      550,000   Pacific Bell
                  6.250% 3/01/05 ................................. 
            539,687
      550,000   Anheuser Busch
                  7.000% 9/01/05 ................................. 
            566,500
      550,000   Bear Stearns Co.
                  6.875%  10/01/05 ............................... 
            549,312
      600,000   Snap-on, Inc
                  6.625% 10/01/05 ................................ 
            609,000
      600,000   Wal-Mart Stores
                  8.000% 9/15/06 ................................. 
            672,000
      550,000   Eli Lilly
                  8.375% 12/01/06 ................................ 
            633,187
      600,000   AT&T Corp
                  7.750 3/01/07 .................................. 
            653,250

AGENCIES - 5.6%
      420,000   International Bank Recon.
                  & Dev. Floater  5.890%**
                  8/07/97 ........................................ 
            378,415
    1,400,000   Federal Home Loan Bank
                  8.220%  12/22/97 ............................... 
          1,403,430
    1,500,000   SLMA Treasury Ind. Floater
                  (10-Year Treasury - 180 BP)
                  4.680%  2/11/98 ................................ 
          1,470,000

<CAPTION>
       Shares
      or Face                                                     
              Market
        Value   Securities Description                            
               Value
<S>             <C>                                               
       <C>
$     900,000   Federal National Mortgage Association
                  6.080% 9/25/00.................................. 
         $  902,205
    1,200,000   Federal National Mortgage Association
                  8.25% 12/18/00.................................. 
          1,314,960
    1,000,000   Federal Home Loan Bank
                  7.590% 3/10/05 ................................. 
          1,088,060
    1,000,000   Federal National Mortgage Association
                  7.375% 3/28/05 ................................. 
          1,071,160

FHLMC - 2.9%
      109,807   FHLMC Pool #281037
                 9.250%  11/01/16 ................................ 
            114,007
    1,067,640   FHLMC Pool #303033
                 9.000%  4/01/17 ................................. 
          1,103,480
    1,400,000   FHLMC Pool #TBA
                 7.000% 10/01/25 ................................ 
           1,388,406
    1,400,000   FHLMC Pool #TBA
                 7.500% 10/01/25 ................................ 
           1,415,093
                                                                  
           4,020,986
CMO - 1.1%
    1,645,000   GCA GNMA 1993 - PO 1 - B                          
           1,515,970

Total Fixed Income Securities                                     
          68,546,386

CONVERTIBLE PREFERRED - 0.8%
       20,000   Delta Air Lines .................................. 
          1,107,500

COMMON STOCK - 45.3%
CONSUMER CYCLICALS
Automotive - 1.5%
       47,300   General Motors Corp .............................. 
          2,069,375

Consumer Products - 2.2%
       23,200   Bausch & Lomb, Inc ............................... 
            803,300
       29,300   Brunswick Corp ................................... 
            571,350
        5,500   Quaker Oats ...................................... 
            187,687
       15,000   Rubbermaid, Inc .................................. 
            391,875
       72,800   Sunbeam Corporation .............................. 
          1,092,000
                                                                  
           3,046,212
Retail - 3.4%
        8,500   Dayton-Hudson .................................... 
            584,375
       27,600   Limited, Inc ..................................... 
            507,150
       41,400   Liz Claiborne, Inc ............................... 
          1,174,725
       68,300 * Price/Costco, Inc ................................ 
          1,161,100
       34,500   Wal-Mart Stores, Inc ............................. 
            746,062
       34,100   Woolworth Corp ................................... 
            498,712
                                                                  
           4,672,124
BASIC MATERIALS AND INDUSTRIAL
Building Materials - 2.1%
      100,000 * USG Corp ......................................... 
          2,912,500

Chemicals -0.2%
       34,600 * Uniroyal Chemical Corp ........................... 
            263,825

Equipment & Machinery - 0.4%
       27,100 * Detroit Diesel Corp .............................. 
            481,025



<FN>
*Non-income producing
**Zero-coupon bonds- rates reflect purchase yield to maturity.
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON ASSET ALLOCATION FUND, INC.
SCHEDULE OF INVESTMENTS
October 31, 1995



<TABLE>
<CAPTION>
                                                                  
              Market
       Shares   Securities Description                            
               Value
COMMON STOCK - (continued)
<S>             <C>                                               
       <C>
BASIC MATERIALS AND INDUSTRIAL - (continued)
Forest Products & Packaging - 2.3%
       56,100 * Domtar, Inc ...................................... 
      $     511,912
      111,400   Louisiana Pacific Corp ........................... 
          2,659,675
                                                                  
           3,171,587
Metals & Mining - 4.1%
      107,200 * Bethlehem Steel Corp ............................. 
          1,407,000
       79,000   J & L Specialty Steel ............................ 
          1,293,625
      135,600 * National Steel Corp - Class B .................... 
          1,796,700
       22,800   Nucor Corp ....................................... 
          1,097,250
                                                                  
           5,594,575
ENERGY - 7.1%
       35,000   Apache Corp ...................................... 
           $892,500
       55,900   Burlington Resources, Inc ........................ 
          2,012,400
       62,600   Dresser Industries ............................... 
          1,298,950
       52,100   Enserch Corp ..................................... 
            755,450
       84,400 * Enserch Exploration .............................. 
            833,450
       63,300   Occidental Petroleum Corp ........................ 
          1,360,950
       25,300   Tenneco, Inc ..................................... 
          1,110,037
       24,300   Union Texas Petro Hldgs .......................... 
            437,400
       35,300   Unocal Corp ...................................... 
            926,625
                                                                  
           9,627,762
FINANCIAL - 6.4%
       56,700   Ahmanson (H.F.) & Co ............................. 
          1,417,500
       48,220   Bear Stearns Cos, Inc ............................ 
            958,372
      119,500   Equitable Companies .............................. 
          2,539,375
        4,300 * Prudential Reinsurance Hlds ...................... 
             87,612
       34,600   Salomon, Inc ..................................... 
          1,249,925
           68 * Transport Holdings ............................... 
              2,669
       13,700   Travelers, Inc ................................... 
            691,850
       58,900   U.S. Bancorp ..................................... 
          1,744,929
                                                                  
           8,692,232
HEALTHCARE - 2.7%
       30,500   Allergan, Inc .................................... 
            895,937
       14,700 * Apria Healthcare Group ........................... 
            317,887
       66,700 * Humana, Inc ...................................... 
          1,409,037
       27,600   U S Healthcare ................................... 
          1,062,600
                                                                  
           3,685,461
REAL ESTATE INVESTMENT TRUST - 2.0%
       52,100   Debartolo Realty Corp ............................ 
            677,300
       38,200   First Industrial Realty Trust .................... 
            778,325
       53,400   Spieker Properties ............................... 
          1,294,950
                                                                  
           2,750,575
TECHNOLOGY - 1.1%
       36,400 * Tandem Computers, Inc ............................ 
            409,500
       43,100 * Unisys Corp ...................................... 
            242,437
       89,900 * Zenith Electronics ............................... 
            752,912
                                                                  
           1,404,849
TELECOMMUNICATIONS - 4.0%
       21,800   AT&T Corp ........................................ 
          1,395,200
       65,500   Comcast Corp Special Class A ..................... 
          1,170,812
       51,703 * Cox Communications, Inc Class A .................. 
            969,431
       22,500   Time Warner, Inc ................................. 
            821,250
       80,700   Westinghouse Electric ............................ 
          1,139,887
                                                                  
           5,496,580

<CAPTION>
            Shares
           or Face                                                
              Market
             Value   Securities Description                       
               Value
<S>             <C>                                               
     <C>
TRANSPORTATION - 5.8%
       23,800 * AMR Corp ......................................... 
    $     1,570,800
       13,800   Burlington Northern Santa Fe ..................... 
          1,157,475
       79,800   Consolidated Freightways ......................... 
          1,855,350
       23,000   Delta Air Lines, Inc ............................. 
          1,509,375
       38,900   Ryder System ..................................... 
            938,462
       40,707 * Southern Pacific Rail Corp ....................... 
            905,730
                                                                  
           7,937,192

Total Common Stocks                                               
          61,805,874


SHORT-TERM INVESTMENTS - 0.7%
TREASURY BILLS - 0.7%
    1,000,000   U.S. Treasury Bill
                  5.070% 10/17/96 ................................ 
            948,560

Total Investments - 97.0%                                         
         132,408,320
  (Cost $127,582,027)***
 Cash - 4.6%                                                      
           6,303,890
 Other Assets and (Liabilities), Net - (1.6%)                     
          (2,182,153)

TOTAL NET ASSETS - 100.0%                                         
      $  136,530,057



<FN>
*Non-income producing
***Aggregate cost for Federal income tax purposes is $127,567,346.
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON EQUITY FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995


<TABLE>
<CAPTION>
                                                                  
         Market
       Shares   Securities Description                            
          Value
COMMON STOCK - 84.0%
<S>                  <C>                                          
      <C>
CONSUMER CYCLICALS
Automotive - 2.7%
      240,800   General Motors Corp .........................     
 $   10,535,000

Consumer Products - 4.2%
      138,900   Bausch & Lomb, Inc ..........................     
      4,809,413
      135,300   Brunswick Corp ..............................     
      2,638,350
       33,700   Quaker Oats .................................     
      1,150,012
       81,900   Rubbermaid, Inc .............................     
      2,139,637
      375,500   Sunbeam Corp ................................     
      5,632,500
                                                                  
     16,369,912
Retail - 6.5%
       42,700   Dayton-Hudson Corp ..........................     
      2,935,625
      141,500   Limited, Inc ................................     
      2,600,063
      239,000   Liz Claiborne, Inc ..........................     
      6,781,625
      334,400 * Price/Costco, Inc ...........................     
      5,684,800
      205,200   Wal-Mart Stores, Inc ........................     
      4,437,450
      190,100   Woolworth Corp ..............................     
      2,780,212
                                                                  
     25,219,775
BASIC MATERIALS AND INDUSTRIAL
Building Materials - 3.9%
      523,200 * USG Corp ....................................     
     15,238,200

Chemicals - 0.3%
      170,000 * Uniroyal Chemical Corp ......................     
      1,296,250

Equipment & Machinery - 0.7%
      142,600 * Detroit Diesel Corp .........................     
      2,531,150

Forest Products & Packaging -  4.2%
      288,900 * Domtar, Inc .................................     
      2,636,212
      562,200   Louisiana Pacific Corp ......................     
     13,422,525
                                                                  
     16,058,737
Metals & Mining - 7.5%
      570,500 * Bethlehem Steel Corp ........................     
      7,487,812
      403,700   J & L Specialty Steel .......................     
      6,610,587
      660,400 * National Steel Corp - Class B ...............     
      8,750,300
      128,400   Nucor Corp ..................................     
      6,179,250
                                                                  
     29,027,949
ENERGY - 13.8%
      207,200   Apache Corp .................................     
      5,283,600
      282,600   Burlington Resources, Inc ...................     
     10,173,600
      344,500   Dresser Industries, Inc .....................     
      7,148,375
      282,100   Enserch Corp ................................     
      4,090,450
      472,400 * Enserch Exploration .........................     
      4,664,950
      354,900   Occidental Petroleum Corp ...................     
      7,630,350
      147,700   Tenneco Inc .................................     
      6,480,339
      151,000   Union Texas Petro Hldgs Inc .................     
      2,718,000
      198,200   Unocal Corp .................................     
      5,202,750
                                                                  
     53,392,414
FINANCIAL  - 12.2%
      337,200   Ahmanson (H.F.) & Co ........................     
      8,430,000
      294,275   Bear Stearns Cos, Inc .......................     
      5,848,715
      605,900   Equitable Companies .........................     
     12,875,375
       24,500 * Prudential Reinsurance Hlds .................     
        499,187
      195,100   Salomon, Inc ................................     
      7,047,987
          327 * Transport Holdings ..........................     
         12,834

<CAPTION>
       Shares
      or Face                                                     
         Market
        Value   Securities Description                            
          Value
<S>             <C>                                             <C>
FINANCIAL  - (continued)
       65,500   Travelers, Inc ..............................   $ 
 3,307,750
      311,400   U.S. Bancorp ................................     
      9,225,225
                                                                  
     47,247,073
HEALTHCARE - 4.8%
      151,100   Allergan, Inc ...............................     
      4,438,563
       77,000 * Apria Healthcare Group ......................     
      1,665,125
      330,900 * Humana, Inc .................................     
      6,990,263
      142,500   U S Healthcare ..............................     
      5,486,250
                                                                  
     18,580,201
REAL ESTATE INVESTMENT TRUST - 3.5%
      255,900   DeBartolo Realty Corp .......................     
      3,326,700
      149,300   First Industrial Realty Trust ...............     
      3,041,989
      294,300   Spieker Properties ..........................     
      7,136,775
                                                                  
     13,505,464
TECHNOLOGY-  1.7%
      209,600 * Tandem Computers, Inc .......................     
      2,358,000
      216,500 * Unisys Corp .................................     
      1,217,812
      369,100 * Zenith Electronics Corp .....................     
      3,091,212
                                                                  
      6,667,024
TELECOMMUNICATIONS - 7.6%
      123,000   AT&T Corp ...................................     
      7,872,000
      363,600   Comcast Corp Special Class A ................     
      6,499,350
      264,219 * Cox Communications, Inc Class A .............     
      4,954,110
      117,100   Time Warner, Inc ............................     
      4,274,150
      406,800   Westinghouse Electric Corp ..................     
      5,746,050
                                                                  
     29,345,660
TRANSPORTATION - 9.6%
      122,500 * AMR Corp ....................................     
      8,085,000
       69,500   Burlington Northern RR, Inc .................     
      5,829,312
      413,100   Consolidated Freightways ....................     
      9,604,575
       59,000   Delta Air Lines, Inc ........................     
      3,871,875
      193,000   Ryder System ................................     
      4,656,125
      223,610 * Southern Pacific Rail Corp ..................     
      4,975,322
                                                                  
     37,022,209
UTILITIES - 0.8%
       94,700   BCE Inc .....................................     
      3,184,289

Total Common Stocks                                               
    325,221,307

CONVERTIBLE PREFERRED  - 1.3%
       92,100   Delta Air Lines .............................     
      5,100,037

SHORT TERM INVESTMENTS** - 14.4%
Treasury Bills & Notes - 2.3%
                U. S. Treasury Note
$   2,500,000     5.125% 11/15/95 ...........................     
  $   2,499,550
    5,915,000     5.260% 10/17/96 ...........................     
      5,610,732
    1,000,000     5.330% 12/07/95 ...........................     
        994,665
                                                                  
      9,104,947

Discount Notes - 12.1%
                Federal Farm Credit
      600,000     5.510% 12/04/95 .............................   
        596,970
      900,000     5.520% 11/28/95 .............................   
        896,274
      415,000     5.530% 11/28/95 .............................   
        413,279
      490,000     5.540% 12/20/95 .............................   
        486,305
      500,000     5.500% 12/22/95 .............................   
        496,104
      100,000     5.560% 11/03/95 .............................   
         99,969
    7,945,000     5.570% 11/01/95 - 12/07/95...................   
      7,912,672

<FN>
*Non-income producing
**Rates reflect purchase yield to maturity.
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON EQUITY FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995


<TABLE>
<CAPTION>
         Face                                                     
         Market
        Value   Securities Description                            
          Value
Discount Notes - (continued)
<S>                  <C>                                          
       <C>
                Federal Home Loan
$   1,250,000     5.420% 2/16/96 ..............................   
  $   1,229,865
      250,000     5.430% 2/20/96 ..............................   
        245,814
      700,000     5.450% 1/22/96 ..............................   
        691,310
      250,000     5.470% 1/22/96 ..............................   
        246,885
    1,950,000     5.480% 12/28/95 - 1/17/96 ...................   
      1,928,361
    1,000,000     5.490% 1/16/96 ..............................   
        988,410
      985,000     5.500% 12/29/95 - 1/10/96 ...................   
        975,016
      675,000     5.520% 12/13/95 .............................   
        670,653
      480,000     5.530% 12/05/95 .............................   
        477,493
    3,645,000     5.540% 11/24/95 - 12/19/95 ..................   
      3,624,808
    7,075,000     5.550% 11/02/95 - 1/29/96 ...................   
      7,514,523
    5,695,000     5.560% 11/02/95 - 1/29/96 ...................   
      5,668,512
    5,470,000     5.570% 11/06/95 - 1/30/96 ...................   
      6,419,637
      500,000     5.580% 1/08/96 ..............................   
        494,730
    2,035,000     5.590% 11/13/95 - 1/09/96 ...................   
      2,018,367
    1,000,000     5.620% 11/15/95 .............................   
        997,814
    1,600,000     5.630% 11/21/95 .............................   
      1,594,996
                                                                  
     46,688,767

Total Short Term Investments                                      
     55,793,714

Total Investments - 99.7%                                         
    386,115,058
 (Cost $371,004,735)***
Cash - 1.1%                                                       
      4,226,599
Other Assets and (Liabilities), Net - 0.8%                        
     (3,157,577)

TOTAL NET ASSETS - 100.0%                                         
  $ 387,184,080

<FN>
***Aggregate cost for Federal income tax purposes is $371,627,627.
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON INCOME FUND, INC.

SCHEDULE OF INVESTMENTS
October, 31 1995



<TABLE>
<CAPTION>
         Face                                         Market
        Value   Securities Description                 Value
<S>             <C>                            <C>
FIXED INCOME SECURITIES - 97.1%
GOVERNMENT BONDS - 52.6%

$   1,000,000   U.S. Treasury Note 6.000%
                  8/31/97 ...............      $   1,006,430
    1,000,000   U.S. Treasury Bond 7.625%
                  2/15/25 ...............          1,160,390
    1,500,000   U.S. Treasury Bond 6.875%
                  8/15/25 ...............          1,609,950
                                                   3,776,770
CORPORATE BONDS - 20.2%
      100,000   Baxter International
                  7.500% 5/01/97 ........            102,000
      100,000   GMAC
                  8.000%  10/01/99 ......            105,500
      100,000   Upjohn Company
                  5.875% 4/15/00 ........             98,125
      100,000   Pepsico, Inc
                  5.875% 6/01/00 ........             98,875
      100,000   American Express Credit
                  6.500% 8/01/00 ........            101,125
      100,000   IBM Corp
                  7.250% 11/01/02 .......            104,875
      100,000   JP Morgan & Company
                  7.625% 9/15/04 ........            106,375
      100,000   Pacific Bell
                  6.250% 3/01/05 ........             98,125
      100,000   Anheuser Busch
                  7.000% 9/01/05 ........            103,000
      100,000   Bear Stearns Co
                  6.875%  10/01/05 ......             99,875
      100,000   Snap-on, Inc
                  6.625% 10/01/05 .......            101,500
      100,000   Wal-Mart Stores
                  8.000% 9/15/06 ........            112,000
      100,000   Eli Lilly
                  8.375% 12/01/06 .......            115,125
      100,000   AT&T Corp
                  7.750%  3/01/07 .......            108,875
                                                   1,455,375
INSURED BONDS -  2.2%
      160,000   City of Lincoln Oregon
                 5.800%  6/01/97
                 (AMBAC) ................            160,000

<CAPTION>
         Face                                         Market
        Value   Securities Description                 Value
<S>             <C>                              <C>
AGENCIES - 22.1%
$     320,000   International Bank Recon &
                  Dev Floater  6.170%*
                  8/07/97 ...............        $   288,317
      300,000   FHLMC Strips
                  11/15/99 ..............            235,905
      100,000   Tennessee Valley Authority
                  6.125% 7/15/03 ........             98,250
       81,539   FNMA Pool #30333
                  9.250%  9/01/16 .......             85,264
      123,549   FHLMC Pool #302029
                  9.500%  10/01/16 ......            128,952
      183,090   FHLMC Pool #303033
                  9.000%  4/01/17 .......            189,236
      241,386   FHLMC Pool #301538
                  10.000%  7/01/17 ......            259,625
      150,000   FHLMC Pool TBA
                  7.000%  10/01/25 ......            148,758
      150,000   FHLMC Pool TBA
                  7.500%  10/01/25 ......            151,617
                                                   1,585,924

Total Investments - 97.1%                          6,978,069
 (Cost $6,754,759)**
Cash - 5.8%                                          417,578
Other Assets and (Liabilities), Net - (2.9)%        (205,522)

TOTAL NET ASSETS - 100.0%                      $   7,190,125

<FN>
*Zero-coupon bonds-rates reflect purchase yield to maturity.
**Aggregate cost for Federal income tax purposes is $6,774,069.
</FN>

</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON U.S. GOVERNMENT INCOME FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995

<TABLE>
<CAPTION>
         Face                                                     
   Market
        Value   Securities Description                            
    Value
FIXED INCOME SECURITIES - 98.4%
<S>             <C>                                            <C>
U.S. GOVERNMENT AND AGENCY
$     255,000   International Bank Recon & Dev
                  Floater 5.390%*  08/07/97 ............       $  
  229,752
    4,655,000   U. S. Treasury Note
                  6.000%  8/31/97 ......................          
4,684,932
      150,000   Federal National Mortgage
                  Assoc.  4.950% 9/30/98 ...............          
  146,148
    1,045,000   U. S. Treasury Note
                  6.250%  8/31/00 ......................          
1,066,005
      120,000   Federal National Mortgage
                  Assoc.  Medium Term Note
                  6.080% 9/25/00 .......................          
  120,294
      100,000   Federal National Mortgage
                  Assoc.  8.250% 12/18/00 ..............          
  109,580
       50,000   Federal Home Loan Bank
                  7.590% 3/10/05 .......................          
   54,403
       50,000   Federal National Mortgage
                  Assoc.  7.375% 3/28/05 ...............          
   53,558
    1,700,000   U. S. Treasury Bond
                  6.875%  8/15/25 ......................          
1,824,610
                                                                  
8,289,282

Total Investments - 98.4%                                         
8,289,282
 (Cost $8,185,803)**
Cash - 0.4%                                                       
   32,860
Other Assets and (Liabilities), Net - 1.2%                        
  104,057

TOTAL NET ASSETS - 100.0%                                       $ 
8,426,199

</TABLE>



<PAGE>
THE CRABBE HUSON U.S. GOVERNMENT MONEY MARKET FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995


<TABLE>
<CAPTION>
           Face                                                   
     Market
          Value   Securities Description                          
      Value
FIXED INCOME SECURITIES* - 99.6%
<S>               <C>                                           
<C>
U.S. GOVERNMENT & AGENCY
Treasury Bills - 10.2%
$     1,000,000   U. S. Treasury Bill
                    5.540% 7/25/96 .......................       $ 
   958,912
      4,850,000   U. S. Treasury Bill
                    5.260% 10/17/96 ......................        
  4,601,268
                                                                  
  5,560,180
Discount Notes -89.4%
                  Federal Farm Credit
        400,000     5.510% 12/04/95 ......................        
    397,980
        235,000     5.520% 11/28/95 - 12/07/95 ...........        
    233,841
        585,000     5.530% 11/28/95 ......................        
    582,574
        510,000     5.540% 12/20/95 ......................        
    506,154
      1,890,000     5.560% 11/03/95 - 1/04/96 ............        
  1,888,023
      7,395,000     5.570% 11/01/95 - 1/04/96 ............        
  7,363,603
        695,000     5.610% 11/13/95 ......................        
    693,700
                  Federal Home Loan
        750,000     5.420% 2/16/96 .......................        
    737,918
      3,250,000     5.430% 1/17/96 - 2/20/96 .............        
  3,203,279
        800,000     5.450% 1/22/96 .......................        
    790,069
        750,000     5.470% 1/22/96 .......................        
    740,655
      1,460,000     5.480% 12/28/95 - 1/17/96 ............        
  1,445,962
        795,000     5.490% 1/16/96 .......................        
    785,786
      2,515,000     5.500% 12/29/95 - 1/10/96 ............        
  2,488,470
      1,075,000     5.520% 12/08/95 - 12/13/95 ...........        
  1,068,652
      2,270,000     5.530% 12/05/95 - 1/18/96 ............        
  2,249,696
      3,200,000     5.540% 11/24/95 - 12/19/95 ...........        
  3,179,455
      7,145,000     5.550% 11/02/95 - 2/01/96 ............        
  7,077,470
      5,225,000     5.560% 11/08/95 - 1/26/96 ............        
  5,183,831
      3,740,000     5.570% 11/16/95 - 1/30/96 ............        
  3,707,315
      2,055,000     5.580% 1/05/96 - 1/08/96 .............        
  2,033,765
        650,000     5.590% 11/22/95 ......................        
    647,880
        535,000     5.620% 11/15/95 ......................        
    533,831
      1,400,000     5.630% 11/21/95 ......................        
  1,395,621
                                                                  
 48,935,530

Total Investments - 99.6%                                         
 54,495,710
  (Cost $54,495,710)**
Cash - 0.4%                                                       
    233,521
Other Assets and (Liabilities), Net 0.0%                          
    (15,012)

TOTAL NET ASSETS - 100.0%                                        $ 
54,714,219

<FN>
*Rates reflect purchase yield to maturity.
**Aggregate cost for Federal income tax purposes is identical.
</FN>
</TABLE>

See accompanying notes to financial statements.

<PAGE>
THE CRABBE HUSON REAL ESTATE INVESTMENT FUND, INC.

SCHEDULE OF INVESTMENTS
October 31, 1995
<TABLE>
<CAPTION>
                                                                  
     Market
    Shares   Securities Description                               
      Value
          COMMON STOCK - 98.1%
          REAL ESTATE INVESTMENT TRUST
<S>          <C>                                                
<C>
Apartment - 23.5%
    20,000   Camden Property Trust .......................       $ 
   415,000
    25,000   Pacific Gulf Properties, Inc ................        
    378,125
    20,000   Paragon Group, Inc ..........................        
    345,000
    15,000   Post Properties .............................        
    450,000
    60,000   Prime Residential, Inc ......................        
  1,050,000
    20,000   SouthWest Property Trust ....................        
    242,500
    35,000   Summit Properties, Inc ......................        
    647,500
    73,500   Town & Country Trust ........................        
    937,125
                                                                  
  4,465,250
Industrial - 16.1%
    10,000   Cali Realty Corp ............................        
    195,000
    25,900   Carr Realty Corp ............................        
    492,100
    33,500   First Industrial Realty Trust ...............        
    682,562
    19,000   Liberty Property Trust ......................        
    384,750
    17,000   Reckson Associates Realty Corp ..............        
    456,875
    24,000   Spieker Properties, Inc .....................        
    582,000
    10,000   Trinet Corp. Realty Trust  ..................        
    267,500
                                                                  
  3,060,787
Lodging - 4.3%
    30,000   Starwood Lodging Trust ......................        
    817,500
Malls - 12.2%
    62,100   Crown American Realty .......................        
    473,512
    71,400   DeBartolo Realty Corp .......................        
    928,200
     5,000   Macerich Company ............................        
    100,625
    35,000   Simon Property Group Inc ....................        
    813,750
                                                                  
  2,316,087
Manufactured Housing - 0.9%
    10,000   Manufactured Home Communities................        
    165,000
Outlet Centers - 10.2%
    35,200   Factory Stores of America ...................        
    677,600
    15,000   Mills Corp ..................................        
    256,875
    63,000   Prime Retail, Inc ...........................        
    763,875
    10,000   Tanger Factory Outlet Center ................        
    235,000
                                                                  
  1,933,350
Shopping Center - 30.9%
    11,200   Burnham Pacific Property, Inc ...............        
    126,000
    28,700   Commercial Net Lease Realty .................        
    365,925
    12,700   Developers Diversified Realty ...............        
    361,950
     5,000   Excel Realty Trust, Inc .....................        
     94,375
    36,100   Federal Realty Investment Trust .............        
    731,025
    44,250   Glimcher Realty Trust .......................        
    796,500
    43,700   JDN Realty Corp .............................        
    890,387
    60,000   Kranzco Realty Trust ........................        
    915,000
    55,000   Malan Realty Investors, Inc .................        
    770,000
    28,750   Mark Centers Trust ..........................        
    309,064
    30,000   Regency Realty Corp .........................        
    510,000
                                                                  
  5,870,226


Total Investments - 98.1%                                         
 18,628,200
 (Cost $19,605,304)*
Cash - 0.5%                                                       
     99,391
Other Assets and (Liabilities), Net - 1.4%                        
    257,923
TOTAL NET ASSETS - 100.0%                                        
$ 18,985,514

<FN>
*Aggregate cost for Federal income tax purposes is $19,610,488.
</FN>

</TABLE>

See accompanying notes to financial statements.

<PAGE>
CRABBE HUSON FUNDS

STATEMENTS OF ASSETS AND LIABILITIES
October 31, 1995
<TABLE>
<CAPTION>
                                                            THE
OREGON                     THE                      THE
                                                            
MUNICIPAL            CRABBE HUSON             CRABBE HUSON
                                                                 
BOND                 SPECIAL         ASSET ALLOCATION
                                                            FUND,
INC.              FUND, INC.               FUND, INC.
<S>                                                    <C>        
           <C>                      <C>
ASSETS:
Investment securities,
  at market (cost $26,215,041; $789,902,314;
  $127,582,027; $371,004,735; $6,754,759;
  $8,185,803; $54,495,710 and $19,605,304
  respectively)                                        $   
27,580,795        $    767,165,836         $    132,408,320
Cash                                                             
- ----               2,028,004                6,303,890
Deposits with brokers for securities sold short                  
- ----             184,796,646                     ----
Receivables:
  Dividends and Interest                                      
509,615                 849,007                  857,351
  Fund shares sold                                             
25,000               4,090,362                  405,209
  Investment securities sold                                     
- ----               4,355,170                  920,708
  Due from distributor (Note 2)                                  
- ----                    ----                     ----
  Due from investment advisor (Note 2)                           
- ----                    ----                     ----
Proceeds from securities sold short                              
- ----             116,397,420                     ----
Organization expenses                                            
- ----                    ----                     ----
Prepaid Expenses                                                
1,362                  44,011                    6,508
                                                       $   
28,116,772      $    1,079,726,456         $    140,901,986

LIABILITIES:
Securities sold short,
  at market (proceeds $116,397,420)                              
- ----             132,866,612                     ----
Payables:
  Investment securities payable                                  
- ----              40,952,158                4,284,356
  Fund shares redeemed                                           
- ----               9,144,015                   42,751
  Short sales closed                                             
- ----              17,711,422                     ----
  Payable to affiliates and directors (Note 2)                    
778                   1,027                    2,027
Accrued liabilities                                            
45,623                 491,388                   42,795
                                                               
46,401             201,166,622                4,371,929
NET ASSETS:                                            $   
28,070,371        $    878,559,834         $    136,530,057
NET ASSETS CONSIST OF:
  Capital shares                                                
2,225                  63,670                   10,010
  Capital paid in                                          
26,699,373             874,136,535              120,240,658
  Undistributed accumulated net
   investment income                                             
- ----              11,747,830                     ----
  Undistributed accumulated net
   realized gain (loss) on investments                          
3,019              31,817,469               11,453,096
  Net unrealized appreciation
   (depreciation) on investments and short sales(Note 5)    
1,365,754             (39,205,670)               4,826,293
                                                       $   
28,070,371        $    878,559,834         $    136,530,057
CAPITAL SHARES, PAR VALUE $.001
  Authorized                                               
10,000,000             100,000,000              100,000,000
  Outstanding (Note 4)                                      
2,225,010              63,670,184               10,010,125
NET ASSET VALUE PER SHARE                              $        
12.62        $          13.80         $          13.64

</TABLE>


See accompanying notes to financial statements.
<PAGE>

<TABLE>
<CAPTION>
                                                                  
    THE CRABBE HUSON       THE CRABBE HUSON
              THE                   THE      THE CRABBE HUSON     
     U.S. GOVERNMENT            REAL ESTATE
     CRABBE HUSON          CRABBE HUSON       U.S. GOVERNMENT     
        MONEY MARKET             INVESTMENT
EQUITY FUND, INC.     INCOME FUND, INC.     INCOME FUND, INC.     
          FUND, INC.             FUND, INC.

<S>                      <C>                   <C>                
     <C>                    <C>
$     386,115,058        $    6,978,069        $    8,289,282     
     $    54,495,710        $    18,628,200
        4,226,599               417,578                32,860     
             233,521                 99,391
             ----                  ----                  ----     
                ----                   ----

          154,250                89,712                88,913     
                 646                110,797
        1,109,039                 3,376                 6,658     
                ----                  7,204
          919,085                  ----                  ----     
                ----                133,980
           60,875                  ----                  ----     
                ----                   ----
             ----                 7,411                 8,384     
                ----                   ----
             ----                  ----                  ----     
                ----                   ----
             ----                  ----                  ----     
                ----                 89,606
           17,515                   359                   434     
               2,612                    219
 $    392,602,421        $    7,496,505        $    8,426,531     
     $    54,732,489        $    19,069,397



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

        4,885,161               301,803                  ----     
                ----                 74,647
          393,222                 4,253                  ----     
                ----                   ----
             ----                  ----                  ----     
                ----                   ----
            2,027                   277                   277     
                 778                    778
          137,931                    47                    55     
              17,492                  8,458
        5,418,341               306,380                   332     
              18,270                 83,883
 $    387,184,080        $    7,190,125        $    8,426,199     
     $    54,714,219        $    18,985,514

           21,309                   702                   790     
              54,714                  1,960
      349,459,104             7,146,824             8,468,549     
          54,659,505             19,720,169

        2,666,550                  ----                   690     
                ----                  7,309

       19,926,794              (180,711)             (147,309)    
                ----                233,180

       15,110,323               223,310               103,479     
                ----               (977,104)
 $    387,184,080        $    7,190,125        $    8,426,199     
     $    54,714,219        $    18,985,514

      100,000,000           100,000,000           100,000,000     
       2,000,000,000          1,000,000,000
       21,309,191               700,892               790,370     
          54,714,219              1,959,931
 $          18.17        $        10.26        $        10.66     
     $          1.00   $               9.69

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

<TABLE>
<CAPTION>
STATEMENTS OF OPERATIONS
For the year ended October 31, 1995

                                                              THE
OREGON                  THE                    THE
                                                              
MUNICIPAL         CRABBE HUSON           CRABBE HUSON
                                                                  
 BOND              SPECIAL       ASSET ALLOCATION
                                                              FUND,
INC.           FUND, INC.             FUND, INC.
<S>
INVESTMENT INCOME                                         <C>     
            <C>                  <C>  
  Interest                                                $   
1,455,231           18,261,908         $    3,701,179
  Dividends (net of foreign taxes withheld of $0; $3,347;
   $18,635; $55,166; $0; $0; $0; and $0 respectively)             
 ----            4,558,333              1,226,139
                                                              
1,455,231           22,820,241              4,927,318

EXPENSES
  Investment advisory fees (Note 2)                             
134,042            5,398,048              1,183,215
  Transfer agent                                                 
32,241              953,607                115,803
  Printing                                                       
10,074              269,190                 35,347
  Postage                                                         
7,606              200,609                 25,533
  Custody                                                         
2,860               54,216                 18,637
  Legal                                                           
3,836              140,115                 26,247
  Auditing                                                        
5,081               43,092                 11,792
  Insurance                                                       
1,254               27,016                  5,467
  Directors' fees                                                 
3,118                8,118                  8,113
  Registration fees                                               
1,067              203,324                 28,117
  Amortization of organization expenses                           
 ----                 ----                   ----
  Miscellaneous                                                   
3,992              194,903                 19,119
  Distribution fees (Note 2)                                     
61,567            1,701,991                303,887
  Administration                                                 
16,852               57,617                 33,456
  Short sales dividends                                           
 ----              286,184                   ----
                                                                
283,590            9,538,030              1,814,733
  Fees waived by investment advisor (Note 2)                    
(20,866)                (697)               (14,567)
  Expenses reimbursed by investment advisor (Note 2)              
 ----                 ----                   ----
NET EXPENSES                                                    
262,724            9,537,333              1,800,166
NET INVESTMENT INCOME                                         
1,192,507           13,282,908              3,127,152
REALIZED AND UNREALIZED GAIN:
  Net realized gain (loss) on investments                         
3,019           31,170,355             11,435,123
  Net change in unrealized appreciation
   or depreciation of investments and short sales             
1,454,370          (51,415,104)                20,021
NET GAIN (LOSS) ON INVESTMENTS                                
1,457,389          (20,244,749)            11,455,144
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS                               $   
2,649,896       ($   6,961,841)       $    14,582,296


</TABLE>

See accompanying notes to financial statements.

<PAGE>

<TABLE>
<CAPTION>
                                                                  
          THE CRABBE HUSON         THE CRABBE HUSON
              THE                     THE            THE CRABBE
HUSON         U.S. GOVERNMENT              REAL ESTATE
     CRABBE HUSON            CRABBE HUSON             U.S.
GOVERNMENT            MONEY MARKET               INVESTMENT
EQUITY FUND, INC.       INCOME FUND, INC.           INCOME FUND,
INC.              FUND, INC.               FUND, INC.

<S>                     <C>                         <C>           
          <C>                      <C>
   $    3,253,320            $    398,333                $   
487,929          $    2,990,307              $    20,613

        4,154,003                  11,688                       
- ----                    ----                1,139,451
        7,407,323                 410,021                    
487,929               2,990,307                1,160,064

        2,471,465                  49,011                     
43,576                 253,198                  190,619
          299,262                  28,160                     
27,224                  67,713                   53,365
           79,105                   6,057                      
5,146                  25,002                    6,313
           53,732                   3,328                      
3,200                  20,094                    4,249
           30,335                   2,294                      
1,817                   8,789                    2,960
           57,142                   1,938                      
2,392                  10,985                    9,089
           19,826                   3,479                      
3,688                   6,134                    4,741
           11,152                     294                        
414                   2,157                      869
            8,118                   1,118                      
1,118                   3,118                    3,118
           84,568                  19,398                     
20,464                  37,880                   20,584
             ----                    ----                       
- ----                    ----                   10,868
           80,371                   2,827                      
3,944                  19,022                    5,085
          621,908                  16,337                     
21,788                 126,599                   47,655
           23,057                     551                        
726                   4,090                    1,603
             ----                    ----                       
- ----                    ----                     ----
        3,840,041                 134,792                    
135,497                 584,781                  361,118
             ----                 (49,011)                   
(43,576)               (230,305)                 (75,190)
             ----                 (33,287)                   
(26,493)                   ----                     ----
        3,840,041                  52,494                     
65,428                 354,476                  285,928
        3,567,282                 357,527                    
422,501               2,635,831                  874,136

       19,596,449                 108,710                      
7,624                    ----                   51,165

        9,278,013                 304,184                    
324,469                    ----                  565,011
       28,874,462                 412,894                    
332,093                    ----                  616,176

   $   32,441,744            $    770,421                $   
754,594          $    2,635,831              $ 1,490,312

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

<TABLE>
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS

                                                                  
   THE OREGON                      THE CRABBE HUSON
                                                       MUNICIPAL
BOND FUND, INC.                    SPECIAL FUND, INC.
                                                   YEAR ENDED     
   YEAR ENDED           YEAR ENDED       YEAR ENDED
                                             OCTOBER 31, 1995  
OCTOBER 31, 1994     OCTOBER 31, 1995 OCTOBER 31, 1994
<S>                                          <C>                <C> 
                <C>              <C>
INCREASE (DECREASE) IN NET
  ASSETS FROM OPERATIONS:
  Net investment income                         $   1,192,507     
 $  1,335,320      $    13,282,908     $    396,099
  Net realized gain (loss) on investments               3,019     
      151,835           31,170,355       11,534,530
  Net change in unrealized appreciation
   or depreciation of investments and short sales   1,454,370     
   (2,209,050)         (51,415,104)       8,747,502
  Increase (decrease) in net assets
   resulting from operations                        2,649,896     
     (721,895)          (6,961,841)      20,678,131
DISTRIBUTIONS TO SHAREHOLDERS:
  From net investment income                       (1,192,507)    
   (1,335,320)          (1,107,597)            ----
  In excess of net investment income                     ----     
         (770)                ----             ----
  From net realized gain on investments              (151,835)    
      (22,243)         (11,710,943)        (687,990)
  In excess of net realized gain on investments          ----     
         ----                 ----             ----
CAPITAL SHARE TRANSACTIONS, NET (Note 4)           (2,280,911)    
    1,717,846          578,529,362      276,003,800
  Total increase (decrease) in net assets            (975,357)    
     (362,382)         558,748,981      295,993,941
FUND NET ASSETS, BEGINNING OF PERIOD               29,045,728     
   29,408,110          319,810,853       23,816,912
FUND NET ASSETS, END OF PERIOD                  $  28,070,371     
 $ 29,045,728      $   878,559,834     $319,810,853

<CAPTION>
                                                                  
                                   THE CRABBE HUSON
                                                                THE
CRABBE HUSON                       U.S. GOVERNMENT
                                                              
INCOME FUND, INC.                     INCOME FUND, INC.
                                                   YEAR ENDED     
   YEAR ENDED           YEAR ENDED       YEAR ENDED
                                             OCTOBER 31, 1995  
OCTOBER 31, 1994     OCTOBER 31, 1995 OCTOBER 31, 1994
<S>                                          <C>                <C> 
                <C>              <C>
INCREASE (DECREASE) IN NET
  ASSETS FROM OPERATIONS:
  Net investment income                         $     357,527     
 $    288,002      $       422,501     $    449,352
  Net realized gain on investments                    108,710     
     (283,625)               7,624         (148,628)
  Net change in unnrealized appreciation
   or depreciation of investments and short sales     304,184     
     (169,542)             324,469         (480,026)
  Increase (decrease) in net assets
   resulting from operations                          770,421     
     (165,165)             754,594         (179,302)
DISTRIBUTIONS TO  SHAREHOLDERS:
  From net investment income                         (357,527)    
     (288,002)            (422,501)        (449,352)
  In excess of net investment income                  (17,066)    
       (4,622)              (9,331)          (3,373)
  From net realized gain on investments                  ----     
     (156,271)                ----         (108,276)
  In excess of net realized gain on investments          ----     
         ----                 ----             ----
CAPITAL SHARE TRANSACTIONS, NET (Note 4)            1,520,890     
      190,912           (1,145,775)      (1,228,397)
  Total increase (decrease) in net assets           1,916,718     
     (423,148)            (823,013)      (1,968,700)
FUND NET ASSETS, BEGINNING OF PERIOD                5,273,407     
    5,696,555            9,249,212       11,217,912
FUND NET ASSETS, END OF PERIOD                  $   7,190,125     
 $  5,273,407      $     8,426,199     $  9,249,212



<CAPTION>
                                 THE CRABBE HUSON                 
                                 THE CRABBE HUSON
                      ASSET ALLOCATION FUND, INC.                 
                                EQUITY FUND, INC.
                YEAR ENDED             YEAR ENDED                 
              YEAR ENDED               YEAR ENDED
          OCTOBER 31, 1995       OCTOBER 31, 1994                 
        OCTOBER 31, 1995         OCTOBER 31, 1994

<S>                                <C>                            
          <C>                   <C>
            $    3,127,152         $    2,402,334                 
          $    3,567,282             $    940,474
                11,435,123              4,008,708                 
              19,596,449                2,406,325

                    20,021             (3,975,212)                
               9,278,013                1,406,726

                14,582,296              2,435,830                 
              32,441,744                4,753,525

                (3,090,031)            (2,313,253)                
              (1,413,080)                (170,079)
                      ----                   ----                 
                    ----                     ----
                (4,120,955)            (4,683,410)                
              (2,376,723)              (1,800,301)
                      ----                   ----                 
                    ----                     ----
                19,006,962             29,322,601                 
             205,426,843              115,801,985
                26,378,272             24,761,768                 
             234,078,784              118,585,130
               110,151,785             85,390,017                 
             153,105,296               34,520,166
          $    136,530,057       $    110,151,785                 
        $    387,184,080         $    153,105,296

<CAPTION>
                                 THE CRABBE HUSON                 
                                 THE CRABBE HUSON
                                  U.S. GOVERNMENT                 
                                      REAL ESTATE
                           MONEY MARKET FUND, INC.                
                            INVESTMENT FUND, INC.
                YEAR ENDED             YEAR ENDED                 
              YEAR ENDED             PERIOD ENDED
          OCTOBER 31, 1995       OCTOBER 31, 1994                 
        OCTOBER 31, 1995        OCTOBER 31, 1994*

<S>                              <C>                              
        <C>                 <C>
            $    2,635,831           $    731,382                 
            $    874,136             $    598,957
                      ----                   ----                 
                  51,165                  206,890

                      ----                   ----                 
                 565,011               (1,550,914)

                 2,635,831                731,382                 
               1,490,312                 (745,067)

                (2,635,831)              (731,382)                
                (862,995)                (373,869)
                      ----                   ----                 
                    ----                     ----
                      ----                   ----                 
                (240,802)                    ----
                      ----                   ----                 
                    ----                     ----
                22,331,667             17,598,059                 
                 319,499               19,298,436
                22,331,667             17,598,059                 
                 706,014               18,179,500
                32,382,552             14,784,493                 
              18,279,500                  100,000
           $    54,714,219        $    32,382,552                 
         $    18,985,514          $    18,279,500

<FN>
*For period from April 4, 1994 (commencement of operations) to
October 31, 1994.
</FN>

</TABLE>


<PAGE>
NOTE 1. SUMMARY OF SIGNIFICANT
        ACCOUNTING POLICIES

Organization:  The Oregon Municipal Bond Fund, Inc. is registered
under the
Investment Company Act of 1940, as amended, as an open-end
non-diversified
investment company.  The Crabbe Huson Special Fund, Inc., The
Crabbe Huson
Asset Allocation Fund, Inc., The Crabbe  Huson Equity Fund, Inc.,
The Crabbe
Huson Income Fund, Inc., The Crabbe Huson U.S. Government Income
Fund, Inc.,
The Crabbe Huson U.S. Government Money Market Fund, Inc. and The
Crabbe Huson
Real Estate Investment Fund, Inc. are registered under the
Investment Company
Act of 1940, as amended, as open-end diversified investment
companies.

The following is a summary of significant accounting policies
consistently
followed by the Funds in preparation of financial statements.

Security Valuation--The Crabbe Huson U.S. Government Money Market
Fund, Inc.: 
The Fund seeks to maintain a constant net asset value of $1.00 and
values its
assets using the amortized cost method by adjusting the cost of
each security
for accretion of discount or amortization of premium.

Security Valuation--Other Funds:  Securities listed or traded on a
registered
securities exchange are valued at the last price on the date of the
computation.  This includes over-the-counter securities for which
last sale
information is available.  Where last sale information is not
available, the
best bid price is used.  Securities and assets for which market
quotations are
not readily available are valued at fair market value as determined
in good
faith by or under the direction of the Board of Directors of the
Funds.  Cash
equivalents relating to Firm Commitment Purchase Agreements are
segregated by
the custodian and may not be sold while the current commitment is
outstanding.

Security Transactions and Investment Income:  Security transactions
are
accounted for on the trade date, the date the order to buy or sell
is executed. 
Interest income is recorded daily on the accrual basis.  Interest
income
consists of interest accrued plus the accretion of original issue
discount and
minus the amortization of investment premium, both calculated on an
effective
interest basis.  Dividend income and distributions to shareholders
are recorded
on the ex-dividend date.  Net realized gains and losses on
investments are
computed on the first-in, first-out, method.

Dividends and Distributions:  The Oregon Municipal Bond Fund, Inc.
declares
dividends from its net investment income each business day.  The
net investment
income for Saturdays, Sundays and holidays is declared as a
dividend on the
next business day.  Declared dividends are accrued through the last
business
day of each month and are distributed on that date.  Net capital
gains realized
by the Fund, if any, are declared and distributed on an annual
basis, usually
in December.
<PAGE>
The Crabbe Huson Special Fund, Inc. and The Crabbe Huson Equity
Fund, Inc.
expect to declare and distribute to shareholders, once a year in
December,
substantially all of the net investment income and net realized
capital gains,
if any.

The Crabbe Huson Asset Allocation Fund, Inc. and The  Crabbe Huson
Real Estate
Investment Fund, Inc. expect to declare and distribute dividends
from net
investment income on the last business day of each fiscal quarter. 
Net capital
gains realized by the Funds, if any, are declared and distributed
on an annual
basis, usually in December.

The Crabbe Huson Income Fund, Inc. and The Crabbe  Huson U.S.
Government Income
Fund, Inc. declare and  distribute dividends from net investment
income on the
last business day of each month.  Net capital gains realized by the
Funds, if
any, are declared and distributed on an annual basis, usually in
December.

The Crabbe Huson U.S. Government Money Market Fund, Inc. declares
dividends
from its net investment income each business day.  The net
investment income
for Saturdays, Sundays and holidays is declared as a dividend on
the prior
business day.  Declared dividends are accrued through the last
business day of
each month and are distributed on that date.  Net capital gains
realized by the
Fund, if any, are declared and distributed on an annual basis,
usually in
December.

Short Sales:  Crabbe Huson Special Fund during the year sold
securities short. 
A short sale is effected when it is  believed that the price of a
particular
security will decline, and involves the sale of a security which
the Fund does
not own in the hope of purchasing the same security at a later date
at a lower
price.  To make delivery to the buyer, the Fund must borrow the
security.  The
Fund is then obligated to return the security to the lender, and
therefore it
must subsequently purchase the same security.

When the Special Fund makes a short sale, it must leave the
proceeds from the
short sale with the broker, and it must deposit with the broker a
certain
amount of cash or government securities to collateralize its
obligation to
replace the borrowed securities which have been sold.

Short Sales - (continued):  In addition, the Fund must put in a
segregated
account (with the Fund's custodian) an  amount of cash or U.S.
Government
securities equal to the difference between the market value of the
securities
sold short at the time they were sold short and any cash or
government
securities deposited as collateral with the broker in connection
with the short
sale (not including the proceeds from the short sale). 
Furthermore, until the
Fund replaces the borrowed security, it must daily maintain the
segregated
account at a level so that (1) the amount deposited in it plus the
amount
deposited with the broker (not including the proceeds from the
short sale) will
equal the current market value of the securities sold short, (2)
the amount 
<PAGE>
deposited in it plus the amount deposited with the broker (not
including the
proceeds from the short sale) will not be less than the  market
value of the
securities at the time they were sold short.  As a result of these
requirements, the Special Fund will not gain any leverage merely by
selling
short, except to the extent that it earns interest on the
immobilized cash or
government securities while also being subject to the possibility
of gain or
loss from the securities sold short.  The amount of the Special
Fund's net
assets that will at any time be in the type of deposits described
above (that
is, collateral deposits or segregated accounts) will not exceed
25%. 

Options:  The Special, Real Estate, Equity, Asset Allocation and
Income Funds
may write call options on securities they own or have the right to
acquire, and
may purchase put and call options on individual securities and
indexes written
by others.  The purchase of any of these instruments can result in
the entire
loss on the investment in that particular instrument or, in the
case of writing
covered options, can limit the opportunity to earn a profit on the
underlying
security.

When an option is written (sold), an amount equal to the premium
received is
recorded as a liability.  The amount of liability is adjusted daily
to reflect
the current market value of the option written.  When an option
written by the
Fund, expires on its stipulated expiration date, the Fund realizes
a gain equal
to the net premium received for the option.  When the Fund enters
into a
closing purchase transaction, the Fund realizes a gain or loss
equal to the
difference between the cost of a closing purchase transaction and
the premium
received when the call option was written.  In the case of either
expiration of
a written option or a closing purchase transaction, the liability
related to
such option is extinguished.

Call or put options purchased are accounted for in the same manner
as
marketable portfolio securities.  When a call or put option is
exercised, the
proceeds from the underlying securities bought or sold are
decreased by the
premium paid in determining the gain or loss.

Options on stock indexes differ from options on securities in that
the exercise
of an option on a stock index does not involve delivery of the
actual
underlying security and are settled in cash only.

During the year the Crabbe Huson Special Fund, Inc. purchased put
options. 
Outstanding put options at October 31, 1995 are disclosed in the
schedule of
investments.

Organization Costs:  Expenses incurred in connection with the
organization of
the Funds are amortized over a sixty-month period.  The
amortization is
calculated based upon the projected growth in net assets of the
Funds.  As of
October 31, 1995 organization costs for all Funds except for The
Crabbe Huson
Real Estate Investment Fund, Inc. have been fully amortized.  The
Crabbe Huson
Real Estate Investment Fund, Inc. has amortized $10,868 through
October 31, 
<PAGE>
1995.  The Crabbe Huson Group, Inc., the Fund's investment advisor,
has agreed
that, in the event any of the initial shares are redeemed during
the 60-month
period for amortizing the Fund's organization costs, the Fund will
be
reimbursed by the investment advisor for the unamortized balances
of such costs
in the same proportion as the number of shares reduced bears to the
number of
initial shares outstanding at the time of redemption.

Reorganization Costs:  On July 7, 1995 the Board of Directors
approved the
reorganization of the Oregon Municipal Bond Fund, Inc., The Crabbe
Huson
Special  Fund, Inc., The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe
Huson Equity Fund, Inc., The Crabbe Huson Income Fund, Inc., The
Crabbe Huson
U.S. Government Income Fund, Inc., The Crabbe Huson U.S. Government
Money
Market Fund, Inc. and The Crabbe Huson Real Estate Investment Fund,
Inc., ("the
Fund") into a single Delaware business trust which will operate as
a series
company.  The record date of this reorganization is December 20,
1995 and the
costs related to the reorganization will be incurred by the Funds.

Federal Income Taxes:  It is each Fund's policy to distribute
substantially all
of its taxable income to shareholders and otherwise comply with the
provisions
of the Internal Revenue Code applicable to regulated investment
companies. 
Therefore, no provision has been made for Federal income tax or
excise taxes.

Federal Income Taxes - (continued):  Due to the timing of dividend
distributions and the differences in accounting for income and
realized gains
(losses) for financial statement and federal income tax purposes,
the fiscal
year in which amounts are distributed may differ from the year in
which the
income and realized gains (losses) were recorded by the funds.  The
differences
between the income or gains distributed on a book versus tax basis
are shown as
excess distributions of net investment income and net realized gain
on sales of
investments in the Statement of Changes in Net Assets.

On the Statement of Assets and Liabilities, as a result of
permanent
book-to-tax differences, reclassification adjustments have been
made as shown
in Table A. 
<PAGE>
NOTE 2. INVESTMENT ADVISOR AND OTHER
        TRANSACTIONS WITH AFFILIATES

Investment Advisor:  The Funds have entered into an investment
advisory
agreement with The Crabbe Huson Group, Inc. (the "Advisor"), an
affiliated
company.  The  investment advisory fee of each Fund is accrued
daily and paid
semi-monthly.  The annual investment advisory fee for each Fund is
described
below:

The Crabbe Huson Asset Allocation Fund, Inc.
The Crabbe Huson Special Fund, Inc.
The Crabbe Huson Equity Fund, Inc.
The Crabbe Huson Real Estate Investment Fund, Inc.

1.00% of daily net assets up to $100,000,000
 .85 of 1% of daily net assets between $100,000,000 and $500,000,000
 .60 of 1% of daily net assets over $500,000,000

The Crabbe Huson Income Fund, Inc.

 .75 of 1% of daily net assets up to $100,000,000
 .60 of 1% of daily net assets up to $500,000,000
 .50 of 1% of daily nets assets over $500,000,000

The Crabbe Huson U.S. Government Income Fund, Inc.
The Crabbe Huson U.S. Government Money Market Fund, Inc.
The Oregon Municipal Bond Fund, Inc.

 .50 of 1% of daily net assets up to $500,000,000
 .45 of 1% of daily net assets between $500,000,000 and
$1,000,000,000
 .40 of 1% of daily net assets over $1,000,000,000

The Advisor has voluntarily agreed to waive its management fee
and/or reimburse
each Fund for the amount, if any, by which the total operating and
management
expenses of such Fund (including the Advisor's compensation and any
amounts
paid pursuant to the participating Funds' Rule 12b-1 plan but
excluding
interest, taxes, brokerage fees and commissions, and extraordinary
expenses)
exceed certain annual rates applied to the average daily net assets
of the
Funds.

The annual expense limit for each Fund is listed below:

The Oregon Municipal Bond Fund, Inc.                       0.98%
The Crabbe Huson Special Fund, Inc.                        1.50%
The Crabbe Huson Asset Allocation Fund, Inc.               1.50%
The Crabbe Huson Equity Fund, Inc.                         1.50%
The Crabbe Huson Income Fund, Inc.                         0.80%
The Crabbe Huson U.S. Government Income Fund, Inc.         0.75%
The Crabbe Huson U.S. Government Money  Market Fund, Inc.  0.70%
The Crabbe Huson Real Estate Investment Fund, Inc.         1.50%
<PAGE>
Distributor:  The Funds have entered into a distribution agreement
with Crabbe
Huson Securities, Inc. (the "Distributor"), an affiliated company. 
Under the
Distribution Plan, each of the participating Funds may pay up to
1/4 of 1% of
such Fund's average daily net assets to the Distributor as
reimbursement for
its actual expenses incurred in the distribution and promotion of
such Fund's
shares.

Table A
<TABLE>
<CAPTION>
                                           Undistributed      
Undistributed    
                                             Accumulated    
Accumulated Net
                              Capital     Net Investment   
Realized Gain on    
                              Paid In             Income        
Investments  
<S>                           <C>         <C>               <C>
The Oregon Municipal
 Bond Fund, Inc.                  -----            -----          
  ---- 
The Crabbe Huson
 Special Fund, Inc.          $   79,005    $    (726,118)       $ 
647,113
The Crabbe Huson Asset
 Allocation Fund, Inc.        (108,605)          (37,121)         
145,726
The Oregon Equity Fund,
 Inc.                            29,829         (360,174)         
330,345
The Crabbe Huson Income
 Fund, Inc.                      38,846            17,066        
(55,912)
The Crabbe Huson U.S.
 Government Income Fund, Inc.   (3,715)            10,021         
(6,306)
The Crabbe Huson U.S.
 Government Money 
 Market Fund, Inc.               -----              -----         
 -----
The Crabbe Huson Real Estate
 Investment Fund, Inc.        (182,383)            (3,832)        
177,416
</TABLE>
Administrator:  State Street Bank and Trust Company (the
"Administrator")
serves as administrator of the Funds.  The Administrator performs
certain
administrative services for the Funds.  The Funds pays the
Administrator a fee
at the rate of 0.06% of the Fund's average net assets up to $500
million, 0.03%
of the next $500 million, and 0.01% of those assets in excess of $1
billion,
plus certain out of pocket costs.

Directors Fees:  As of October 31, 1995, fees payable to the
disinterested
directors were $778, $1,027, $2,027, $2,027, $277, $277, $778 and
$778 for The
Oregon Municipal Bond Fund, Inc., The Crabbe Huson Special Fund,
Inc., The
Crabbe Huson Asset Allocation Fund, Inc., The Crabbe Huson Equity
Fund, Inc.,
The Crabbe Huson Income Fund, Inc., The Crabbe Huson U.S.
Government Income
Fund, Inc., The Crabbe Huson U.S. Government Money Market Fund,
Inc. and The
Crabbe Huson Real Estate Investment Fund, Inc., respectively.
<PAGE>
NOTE 3. DISTRIBUTIONS TO SHAREHOLDERS
        (Unaudited)

THE OREGON MUNICIPAL BOND FUND, INC.  Of the Fund's distributions
paid to
shareholders from net investment income during the fiscal year
ended October
31, 1995, 99.3% was attributable to investments in municipal bonds
issued by
the state of Oregon and its political subdivisions, agencies
authorities and
instrumentalities and other municipal securities.

THE CRABBE HUSON SPECIAL FUND, INC.  Of the Fund's net investment
income earned
during the fiscal year ended October 31, 1995, 22.6% was
attributable to
investments in direct or indirect debt obligations of the  United
States
Government, or its agencies or instrumentalities.

THE CRABBE HUSON ASSET ALLOCATION FUND, INC.  Of the Fund's net
investment
income earned during the fiscal year ended October 31, 1995, 60.1%
was
attributable to investments in direct or indirect debt obligations
of the
United States Government, or its agencies or instrumentalities.

THE CRABBE HUSON EQUITY FUND, INC.  Of the Fund's net investment
income earned
during the fiscal year ended October 31, 1995, 40.9% was
attributable to
investments in direct or indirect debt obligations of the  United
States
Government, or its agencies or instrumentalities.

THE CRABBE HUSON INCOME FUND, INC.  Of the Fund's net investment
income earned
during the fiscal year ended October 31, 1995, 50.4% was
attributable to
investments in direct or indirect debt obligations of the  United
States
Government, or its agencies or instrumentalities.

THE CRABBE HUSON U.S. GOVERNMENT INCOME FUND, INC.  Of the Fund's
net
investment income earned during the fiscal year ended October 31,
1995, 95.8%
was attributable to investments in direct or indirect debt
obligations of the
United States Government, or its agencies or instrumentalities.

THE CRABBE HUSON U.S. GOVERNMENT MONEY MARKET FUND, INC.  Of the
Fund's net
investment income earned during the fiscal year ended October 31,
1995, 98.2%
was attributable to investments in direct or indirect debt
obligations of the
United States Government, or its agencies or instrumentalities.

THE CRABBE HUSON REAL ESTATE INVESTMENT FUND, INC.  Of the Fund's
net
investment income earned during the fiscal year ended October 31,
1995, none
was attributable to investments in direct or indirect debt
obligations of the
United States Government, or its agencies or instrumentalities. 

On December 6, 1995 the following distributions were  declared from
net
realized capital gains from investment transactions.  The dividend
was paid on
December 6, 1995, to shareholders of record on December 5, 1995, as
shown in
Table B. 

<PAGE>
Table B
<TABLE>
<CAPTION>
                              PER SHARE                     DOLLARS
                        Short-Term    Long-Term      Short-Term   
Long-Term    
                        Capital Gain  Capital Gain   Capital Gain 
Capital Gain
                        Distribution  Distribution   Distribution 
Distribution
                            <F1>                         <F1>     
    
<S>                     <C>           <C>            <C>          
<C>
The Oregon Municipal
 Bond Fund, Inc.             -----        -----         -----     
  ----- 
The Crabbe Huson 
 Special Fund, Inc.         0.3764       0.1983      $23,686,427  
$12,479,000 
The Crabbe Huson Asset
 Allocation Fund, Inc.      0.5232       0.6046        5,306,597  
  6,131,818 
The Crabbe Huson
 Equity Fund, Inc.          0.6038       0.3385       13,191,040  
  7,394,039 
The Crabbe Huson
 Income Fund, Inc.           -----        -----         -----     
  -----      
The Crabbe Huson
 U.S. Government
 Income Fund, Inc.           -----        -----         -----     
  -----
The Crabbe Huson
 Real Estate
 Investment Fund, Inc.      0.1225        -----          238,364  
  -----     


<F1>Short-term capital gains are taxable to shareholders as
ordinary income
dividends.
</TABLE>

<PAGE>
CRABBE HUSON FUNDS

NOTES TO FINANCIAL STATEMENTS (continued)
October 31, 1995


NOTE 4.  CAPITAL SHARE TRANSACTIONS
Transactions in capital shares of the Funds were as follows:

<TABLE>
<CAPTION>
                                                                  
                 THE OREGON
                                                                  
  MUNICIPAL BOND FUND, INC.
                                                    SHARES        
                     AMOUNT
                                      Year            Year        
      Year             Year
                                     Ended           Ended        
     Ended            Ended
                               October 31,     October 31,       
October 31,      October 31,
                                      1995            1994        
      1995             1994
<S>                            <C>            <C>                
<C>             <C>
Shares sold                        552,364         858,058        
$6,744,052     $ 10,795,284
Shares issued in
 reinvestment of dividends          73,838          85,380        
   906,976        1,057,544
                                   626,202         943,438        
 7,651,028       11,852,828
Shares redeemed                   (822,850)       (818,671)       
(9,931,939)     (10,134,982)
Net increase (decrease)           (196,648)        124,767       
($2,280,911)    $  1,717,846

<CAPTION>
                                                                  
           THE CRABBE HUSON
                                                                  
                     INCOME
                                                                  
                 FUND, INC.
                                                    SHARES        
                     AMOUNT
                                      Year            Year        
      Year             Year
                                     Ended           Ended        
     Ended            Ended
                               October 31,     October 31,       
October 31,      October 31,
                                      1995            1994        
      1995             1994
<S>                            <C>            <C>                
<C>             <C>
Shares sold                        398,837         323,868        
$3,890,790       $3,312,857
Shares issued in
 reinvestment of dividends          33,473          28,426        
   329,268          289,053
                                   432,310         352,294        
 4,220,058        3,601,910
Shares redeemed                   (274,572)       (338,813)       
(2,699,168)      (3,410,998)
Net increase (decrease)            157,738          13,481        
$1,520,890      $   190,912

<CAPTION>
                                                    THE CRABBE
HUSON
                                                  SPECIAL FUND,
INC.
                          SHARES                             
AMOUNT
            Year            Year               Year            
Year
           Ended           Ended              Ended           
Ended
     October 31,     October 31,        October 31,      October
31,
            1995            1994               1995            
1994
<S>                  <C>               <C>              <C>
      65,374,197      23,946,462       $928,135,711    
$318,927,086
                
          78,213          51,007          1,030,774         
610,047
      65,452,410      23,997,469        929,166,485     
319,537,133
     (24,491,886)     (3,303,144)      (350,637,123)    
(43,533,333)
      40,960,524      20,694,325       $578,529,362    
$276,003,800

<CAPTION>
                                                    THE CRABBE
HUSON
                                                     U.S.
GOVERNMENT
                                                    INCOME FUND,
INC.
                          SHARES                             
AMOUNT
            Year            Year               Year            
Year
           Ended           Ended              Ended           
Ended
     October 31,     October 31,        October 31,      October
31,
            1995            1994               1995            
1994
<S>                  <C>                <C>              <C>
         320,552         318,425         $3,315,281      
$3,370,107
                
          33,757          46,002            351,187         
488,454
         354,309         364,427          3,666,468       
3,858,561
        (464,645)       (480,229)        (4,812,243)     
(5,086,958)
        (110,336)       (115,802)       ($1,145,775)    
($1,228,397)

<CAPTION>
                                                                  
     THE CRABBE HUSON ASSET
                                                                  
      ALLOCATION FUND, INC.
                                                    SHARES        
                     AMOUNT
                                      Year            Year        
      Year             Year
                                     Ended           Ended        
     Ended            Ended
                               October 31,     October 31,       
October 31,      October 31,
                                      1995            1994        
      1995             1994
<S>                            <C>             <C>               
<C>              <C>
Shares sold                      3,651,020       4,625,388       
$47,567,984      $60,156,367
Shares issued in
 reinvestment of dividends         213,856         460,871        
 2,807,183        5,964,138
                                 3,864,876       5,086,259        
50,375,167       66,120,505
Shares redeemed                 (2,415,859)     (2,842,271)      
(31,368,205)     (36,797,904)
Net increase (decrease)          1,449,017       2,243,988       
$19,006,962      $29,322,601

<CAPTION>
                                                                  
           THE CRABBE HUSON
                                                                  
            U.S. GOVERNMENT
                                                                  
    MONEY MARKET FUND, INC.
                                                    SHARES        
                     AMOUNT
                                      Year            Year        
      Year             Year
                                     Ended           Ended        
     Ended            Ended
                               October 31,     October 31,       
October 31,      October 31,
                                      1995            1994        
      1995             1994
<S>                           <C>              <C>              <C> 
              <C>   
Shares sold                    166,147,604      99,391,599      $
166,147,604      $99,391,599
Shares issued in
 reinvestment of dividends       1,738,682         391,037        
 1,738,682          391,037
                               167,886,286      99,782,636       
167,886,286       99,782,636
Shares redeemed               (145,554,619)    (82,184,578)     
(145,554,619)     (82,184,578)
Net increase (decrease)         22,331,667      17,598,058      $ 
22,331,667      $17,598,058

<FN>
*For the period from April 4, 1994 (commencement of operations) to
October 31, 1994.
</FN>

<CAPTION>
                                                    THE CRABBE
HUSON
                                                   EQUITY FUND,
INC.
                          SHARES                             
AMOUNT
            Year            Year               Year            
Year
           Ended           Ended              Ended           
Ended
     October 31,     October 31,        October 31,      October
31,
            1995            1994               1995            
1994
<S>                  <C>               <C>              <C>
      16,135,368       8,303,990       $277,119,565    
$134,306,739
                
          79,947         105,277          1,237,639       
1,635,783
      16,215,315       8,409,267        278,357,204     
135,942,522
      (4,218,957)     (1,243,034)       (72,930,361)    
(20,140,537)
      11,996,358       7,166,233       $205,426,843    
$115,801,985

<CAPTION>
                                                    THE CRABBE
HUSON
                                                         REAL
ESTATE
                                               INVESTMENT FUND,
INC.
                          SHARES                             
AMOUNT
            Year          Period               Year          
Period
           Ended           Ended              Ended           
Ended
     October 31,     October 31,        October 31,      October
31,
            1995           1994*               1995           
1994*
<S>                  <C>                <C>              <C>
         821,200       2,006,502         $7,937,889     
$20,250,921
                
          36,962          33,284            357,391         
323,473
         858,162       2,039,786          8,295,280      
20,574,394
        (822,760)       (125,257)        (7,975,781)     
(1,275,958)
          35,402       1,914,529        $   319,499     
$19,298,436
</TABLE>

<PAGE>
CRABBE HUSON FUNDS

NOTES TO FINANCIAL STATEMENTS (continued)
October 31, 1995


NOTE 5.  INVESTMENT TRANSACTIONS

    For the year ended October 31, 1995, The Crabbe Huson U.S.
Government Money
Market Fund, Inc. had aggregate security purchases and sales
(including
maturities) of $443,976,883 and $424,658,448, respectively. 
Aggregate
purchases, sales and maturities for the year ended October 31, 1995
(excluding
short-term securities) for the remaining funds, are as follows:

<TABLE>
<CAPTION>
                                                          THE
OREGON           THE CRABBE
                                                          
MUNICIPAL                HUSON
                                                               
BOND              SPECIAL
                                                          FUND,
INC.           FUND, INC.
<S>                                                       <C>     
          <C>
Purchases:                                               
$5,984,368         $959,620,834

Sales and Maturities:                                     
8,735,890          572,783,341


</TABLE>

Gross unrealized appreciation and depreciation on securites held by
the Funds
at October 31, 1995 are as follows:

<TABLE>
<CAPTION>
Unrealized Appreciation (Depreciation):
<S>                                                       <C>     
         <C>
 For book purposes
 Appreciation                                             
1,399,431           65,671,560
 Depreciation                                               
(33,677)        (104,877,230)
  Net unrealized appreciation (depreciation)             
$1,365,754        ($ 39,205,670)

Unrealized Appreciation (Depreciation):
 For Federal income tax purposes
 Appreciation                                             
1,399,431           64,232,281
 Depreciation                                               
(33,677)        (107,785,909)
  Net unrealized appreciation (depreciation)             
$1,365,754        ($ 43,553,628)


<CAPTION>
   THE CRABBE           THE CRABBE
  HUSON ASSET                HUSON
   ALLOCATION               EQUITY
   FUND, INC.           FUND, INC.
<S>                   <C>
$ 274,278,333         $397,589,397

  248,155,111          200,246,630





    6,773,143           27,705,429
   (1,946,850)         (12,595,106)
$   4,826,293        $  15,110,323

    6,797,897           27,259,001
   (1,956,923)         (12,771,570)
$   4,840,974        $  14,487,431


<CAPTION>
                                                                  
            THE CRABBE                  THE
                                                          THE
CRABBE           HUSON U.S.         CRABBE HUSON
                                                              
HUSON           GOVERNMENT          REAL ESTATE
                                                             
INCOME               INCOME           INVESTMENT
                                                          FUND,
INC.           FUND, INC.           FUND, INC.
<S>                                                      <C>      
           <C>                 <C>
Purchases:                                              
$34,477,754          $19,009,336          $11,936,969

Sales and Maturities:                                    
32,908,584           20,219,537           10,862,375


</TABLE>

Gross unrealized appreciation and depreciation on securites held by
the Funds
at October 31, 1995 are as follows:

<TABLE>
<CAPTION>
Unrealized Appreciation (Depreciation):
<S>                                                    <C>        
         <C>                     <C>
 For book purposes
 Appreciation                                               
223,991              107,717              636,791
 Depreciation                                                  
(681)              (4,238)          (1,613,895)
  Net unrealized appreciation (depreciation)           $    
223,310        $     103,479            ($977,104)

Unrealized Appreciation (Depreciation):
 For Federal income tax purposes
 Appreciation                                               
204,681              106,764              634,056
 Depreciation                                                  
(681)              (4,238)          (1,616,344)
  Net unrealized appreciation (depreciation)           $    
204,000        $     102,526            ($982,288)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
<S>                                                               
                    <C>
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)                   
                    (b) Computed on an annualized basis.
The following information should be read in conjunction with the
financial             (c) Commencement of operations - 4/9/87.
statements and notes thereto appearing elsewhere in this Annual
Report.                (d) Commencement of operations - 1/31/89.
The calculations are based on average number of shares outstanding
for each period.    (e) Commencement of operations - 4/4/94.

(a) The Fund's Fiscal Year was changed from 9/30 to 10/31,
effective 10/31/87,
    which represents a conformed 12-month period.
</TABLE>

<TABLE>
<CAPTION>
THE OREGON MUNICIPAL BOND FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                       <C>     
       <C>             <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          
$11.99          $12.80          $12.20          $12.14

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.5480          0.5418          0.5683          0.6168
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
0.6998         (0.8001)         0.6880          0.1521
    TOTAL FROM INVESTMENT OPERATIONS                          
1.2478         (0.2583)         1.2563          0.7689

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.5480          0.5419          0.5647          0.6168
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0000          0.0003          0.0000          0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.0698          0.0090          0.0916          0.0921
    TOTAL DISTRIBUTIONS                                       
0.6178          0.5512          0.6563          0.7089

NET ASSET VALUE, END OF PERIOD                                
$12.62          $11.99          $12.80          $12.20
TOTAL RETURN                                                   
10.66%          -2.06%          10.71%           6.51%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                                
$28,070,371     $29,045,728     $29,408,110     $20,295,896
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
0.98%           0.98%           1.05%           1.11%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.45%           4.37%           4.51%           5.04%
PORTFOLIO TURNOVER RATE                                        
22.91%          20.58%          11.62%          25.30%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.08%           1.08%           1.09%           1.13%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.35%           4.26%           4.46%           5.01%

<CAPTION>
          YEAR             YEAR             YEAR             YEAR 
           YEAR               YEAR           YEAR
         ENDED            ENDED            ENDED            ENDED 
          ENDED              ENDED          ENDED
      10/31/91         10/31/90         10/31/89         10/31/88 
       10/31/87  (a)       9/30/87        9/30/86
<S>                    <C>              <C>              <C>      
       <C>                 <C>            <C>
        $11.74           $11.72           $11.72           $11.08 
         $12.15             $11.93         $10.43


        0.6385           0.6316           0.6794           0.6386 
         0.7311             0.7319         0.7720

        0.4831           0.0522           0.0842           0.6411 
        (0.9983)           (0.8051)        1.5265
        1.1216           0.6838           0.7636           1.2797 
        (0.2672)           (0.0732)        2.2985


        0.6562           0.6401           0.6711           0.6386 
         0.7311             0.7319         0.7720
        0.0000           0.0000           0.0000           0.0000 
         0.0000             0.0000         0.0000
        0.0654           0.0237           0.0925           0.0000 
         0.0760             0.0760         0.0255
        0.7216           0.6638           0.7636           0.6386 
         0.8071             0.8079         0.7975

        $12.14           $11.74           $11.72           $11.72 
         $11.08             $11.05         $11.93
          9.85%            6.00%            6.67%           12.02% 
         -1.95%             -0.95%         22.83%


   $18,382,636      $18,766,449      $19,173,145      $20,058,295 
    $14,276,600        $14,165,161     $8,861,258
          1.21%            1.38%            1.04%            1.21% 
          1.14%              1.31%          1.06%
          5.36%            5.41%            5.82%            5.53% 
          5.66%              6.43%          6.34%
         53.40%           58.52%           45.25%           31.44% 
         19.18%             18.73%         24.20%


          1.24%            1.55%            1.16%            1.32% 
          ----               ----           ----
          5.34%            5.23%            5.71%            5.42% 
          ----               ----           ----

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON SPECIAL FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                          <C>  
          <C>             <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          
$14.08          $11.82          $ 8.36          $12.05

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME (LOSS)                                  
0.2704          0.0513         (0.0774)        (0.0211)
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                    
(0.2894)         2.3026          3.5374         (1.6211)
    TOTAL FROM INVESTMENT OPERATIONS                         
(0.0190)         2.3539          3.4600         (1.6422)

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.0226          0.0000          0.0000          0.0260
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0000          0.0892          0.0000          2.0218
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.2384          0.0000          0.0000          0.0000
    TOTAL DISTRIBUTIONS                                       
0.2610          0.0892          0.0000          2.0478

NET ASSET VALUE, END OF PERIOD                                
$13.80          $14.08          $11.82          $ 8.36
TOTAL RETURN                                                    
1.78%          22.40%          41.39%           8.11%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                               
$878,559,834    $319,810,853     $23,816,912      $5,857,434
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.40%           1.44%           1.57%           1.74%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
1.95%           0.39%          -0.73%          -0.25%
PORTFOLIO TURNOVER RATE                                       
122.97%         146.44%          73.29%         102.27%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.40%           1.54%           1.59%           2.18%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
1.95%           0.29%          -0.75%          -0.69%

<CAPTION>
          YEAR             YEAR             YEAR             YEAR 
         PERIOD
         ENDED            ENDED            ENDED            ENDED 
          ENDED
      10/31/91         10/31/90         10/31/89         10/31/88 
         10/31/87  (c)
<S>                    <C>              <C>              <C>      
         <C>
         $8.78           $11.49            $9.69            $8.13 
         $10.00


        0.0353           0.1546           0.2100          (0.0515) 
       (0.0409)

        4.0155          (1.4317)          1.5900           1.6115 
        (1.8300)
        4.0508          (1.2771)          1.8000           1.5600 
        (1.8709)


        0.1453           0.2240           0.0000           0.0000 
         0.0000
        0.6355           1.2089           0.0000           0.0000 
         0.0000
        0.0000           0.0000           0.0000           0.0000 
         0.0000
        0.7808           1.4329           0.0000           0.0000 
         0.0000

        $12.05            $8.78           $11.49            $9.69 
          $8.13
         49.58%          -10.90%           18.68%           19.63% 
        -30.32%(b)


    $3,541,797       $2,926,457       $3,356,417       $4,392,920 
     $1,892,038
          1.92%            2.00%            2.00%            3.94% 
          2.60%(b)
          0.32%            1.55%            1.96%            3.34% 
          0.05%(b)
        256.68%          314.73%          275.62%          155.12% 
          3.90%


          2.40%            2.86%            2.44%(b)         ---- 
           ----
         -0.15%            0.70%            1.53%(b)         ---- 
           ----

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON ASSET ALLOCATION FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                          <C>  
          <C>             <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          
$12.87          $13.52          $11.68          $11.00

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.3361          0.2990          0.2323          0.3468
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
1.2090         (0.0817)         2.0889          0.8175
    TOTAL FROM INVESTMENT OPERATIONS                          
1.5451          0.2173          2.3212          1.1643

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.3321          0.2879          0.2373          0.3463
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0000          0.0000          0.0000          0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.4430          0.5829          0.2439          0.1380
    TOTAL DISTRIBUTIONS                                       
0.7751          0.8708          0.4812          0.4843

NET ASSET VALUE, END OF PERIOD                                
$13.64          $12.87          $13.52          $11.68
TOTAL RETURN                                                   
13.00%           2.66%          20.93%          11.25%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                               
$136,530,057    $110,151,785     $85,390,017     $55,098,981
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.48%           1.44%           1.46%           1.52%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
2.57%           2.30%           1.85%           3.02%
PORTFOLIO TURNOVER RATE                                       
225.70%         149.19%         116.10%         155.26%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.49%           1.52%           1.54%           1.62%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
2.56%           2.22%           1.77%           2.92%

<CAPTION>
          YEAR             YEAR           PERIOD
         ENDED            ENDED            ENDED
      10/31/91         10/31/90         10/31/89     (d)
<S>                 <C>              <C>
         $9.24           $10.69           $10.00


        0.4143           0.4561           0.3990

        1.8208          (1.1200)          0.2910
        2.2351          (0.6639)          0.6900


        0.4335           0.7159           0.0000
        0.0000           0.0000           0.0000
        0.0415           0.0702           0.0000
        0.4750           0.7861           0.0000

        $11.00            $9.24           $10.69
         24.55%           -6.40%            9.30%(b)


   $23,892,664      $13,173,923      $12,577,962
          1.76%            1.90%            1.91%(b)
          3.97%            4.51%            5.02%(b)
        157.89%          161.72%           88.14%


          1.79%            1.93%            1.93%(b)
          3.94%            4.49%            5.00%(b)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON EQUITY FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                      <C>      
      <C>              <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          
$16.44          $16.08          $13.03          $12.57

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.2223          0.1900          0.0981          0.1980
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
1.7438          0.5668          3.4476          0.9186
    TOTAL FROM INVESTMENT OPERATIONS                          
1.9661          0.7568          3.5457          1.1166

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.0880          0.0344          0.1099          0.0937
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0000          0.0000          0.0000          0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.1481          0.3638          0.3858          0.5629
    TOTAL DISTRIBUTIONS                                       
0.2361          0.3982          0.4957          0.6566

NET ASSET VALUE, END OF PERIOD                                
$18.17          $16.44          $16.08          $13.03
TOTAL RETURN                                                   
13.37%           7.89%          29.90%          12.48%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                               
$387,184,080    $153,105,296     $34,520,166     $13,429,315
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.40%           1.45%           1.49%           1.55%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
1.30%           1.18%           0.67%           1.57%
PORTFOLIO TURNOVER RATE                                        
92.43%         106.49%         114.38%         180.72%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.40%           1.56%           1.64%           1.93%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
1.28%           1.06%           0.52%           1.18%

<CAPTION>
          YEAR             YEAR           PERIOD
         ENDED            ENDED            ENDED
      10/31/91         10/31/90         10/31/89  (d)
<S>                  <C>              <C>
         $8.54           $10.50           $10.00


        0.1861           0.2533           0.3146

        4.1511          (1.6764)          0.1854
        4.3372          (1.4231)          0.5000


        0.3072           0.3918           0.0000
        0.0000           0.0000           0.0000
        0.0000           0.1451           0.0000
        0.3072           0.5369           0.0000

        $12.57            $8.54           $10.50
         52.44%          -14.97%            6.72%(b)


    $5,929,590       $2,944,344       $5,018,337
          1.84%            1.93%            1.69%(b)
          1.60%            2.56%            3.98%(b)
        171.82%          265.25%           90.54%


          2.41%            2.66%            1.97%(b)
          1.03%            1.83%            3.68%(b)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON INCOME FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                        <C>    
        <C>             <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                           
$9.71          $10.75          $10.90          $10.63

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.5329          0.4995          0.4637          0.6583
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
0.5754         (0.7669)         0.3265          0.3569
    TOTAL FROM INVESTMENT OPERATIONS                          
1.1083         (0.2674)         0.7902          1.0152

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.5329          0.4995          0.4879          0.6588
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0254          0.0080          0.0000          0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.0000          0.2710          0.4523          0.0864
    TOTAL DISTRIBUTIONS                                       
0.5583          0.7785          0.9402          0.7452

NET ASSET VALUE, END OF PERIOD                                
$10.26           $9.71          $10.75          $10.90
TOTAL RETURN                                                   
11.92%          -2.71%           7.73%           9.74%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                                 
$7,190,125      $5,273,407      $5,696,555      $5,634,372
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
0.80%           0.80%           0.81%           0.90%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
5.47%           4.92%           4.34%           6.09%
PORTFOLIO TURNOVER RATE                                       
543.15%         306.79%         260.22%         227.45%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.95%           2.16%           1.96%           1.94%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.32%           3.56%           3.19%           5.06%

<CAPTION>
          YEAR             YEAR           PERIOD
         ENDED            ENDED            ENDED
      10/31/91         10/31/90         10/31/89  (d)
<S>                  <C>              <C>
        $10.01           $10.27           $10.00


        0.7038           0.6869           0.5545

        0.6218          (0.2407)          0.2761
        1.3256           0.4462           0.8306


        0.7056           0.6840           0.5606
        0.0000           0.0000           0.0000
        0.0000           0.0222           0.0000
        0.7056           0.7062           0.5606

        $10.63           $10.01           $10.27
         13.51%            4.43%           10.43%(b)


    $5,485,830       $2,123,203       $1,356,008
          0.98%            1.51%            1.15%(b)
          6.82%            6.89%            7.23%(b)
        115.76%           73.76%           86.60%


          2.42%            3.07%            4.56%(b)
          5.38%            5.33%            3.81%(b)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON U.S. GOVERNMENT INCOME FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                        <C>    
        <C>            <C>              <C>
NET ASSET VALUE, BEGINNING OF PERIOD                          
$10.27          $11.04          $10.91          $10.69

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.5097          0.4648          0.4755          0.5801
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
0.4013         (0.6515)         0.2159          0.2921
    TOTAL FROM INVESTMENT OPERATIONS                          
0.9110         (0.1867)         0.6914          0.8722

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.5097          0.4647          0.4848          0.5839
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0113          0.0035          0.0000          0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                              
0.0000          0.1120          0.0766          0.0683
    TOTAL DISTRIBUTIONS                                       
0.5210          0.5802          0.5614          0.6522

NET ASSET VALUE, END OF PERIOD                                
$10.66          $10.27          $11.04          $10.91
TOTAL RETURN                                                    
9.12%          -1.78%           6.71%           8.70%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                                 
$8,426,199      $9,249,212     $11,217,912      $8,958,757
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
0.75%           0.75%           0.75%           0.80%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.85%           4.39%           4.33%           5.35%
PORTFOLIO TURNOVER RATE                                       
230.43%          76.09%          81.74%         105.52%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.46%           1.47%           1.26%           1.52%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.14%           3.66%           3.81%           4.63%

<CAPTION>
          YEAR             YEAR           PERIOD
         ENDED            ENDED            ENDED
      10/31/91         10/31/90         10/31/89 (d)
<S>                  <C>              <C>
        $10.24           $10.28           $10.00
 
 
        0.6722           0.6768           0.5637
 
        0.4542          (0.0326)          0.2852
        1.1264           0.6442           0.8489
 
 
        0.6746           0.6736           0.5689
        0.0000           0.0000           0.0000
        0.0018           0.0106           0.0000
        0.6764           0.6842           0.5689
 
        $10.69           $10.24           $10.28
         11.17%            6.40%           11.15%(b)
 
 
    $3,748,244       $2,069,435       $1,717,128
          0.96%            1.42%            1.14%(b)
          6.44%            6.72%            7.35%(b)
        114.81%           87.71%           40.42%
 
 
          2.15%            2.84%            3.40%(b)
          5.25%            5.31%            5.09%(b)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON U.S. GOVERNMENT MONEY MARKET FUND, INC.
                                                                
YEAR            YEAR            YEAR            YEAR
                                                               
ENDED           ENDED           ENDED           ENDED
                                                            
10/31/95        10/31/94        10/31/93        10/31/92
<S>                                                       <C>     
       <C>             <C>             <C>
NET ASSET VALUE, BEGINNING OF PERIOD                           
$1.00           $1.00           $1.00           $1.00

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                         
0.0512          0.0339          0.0250          0.0332
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                     
0.0000          0.0000          0.0000          0.0000
    TOTAL FROM INVESTMENT OPERATIONS                          
0.0512          0.0339          0.0250          0.0332

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                      
0.0512          0.0339          0.0250          0.0332
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME              
0.0000          0.0000          0.0000          0.0000
    TOTAL DISTRIBUTIONS                                       
0.0512          0.0339          0.0250          0.0332

NET ASSET VALUE, END OF PERIOD                                 
$1.00           $1.00           $1.00           $1.00
TOTAL RETURN                                                    
5.30%           3.28%           2.53%           3.36%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                                
$54,714,219     $32,382,552     $14,784,493     $12,395,326
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
0.70%           0.70%           0.70%           0.75%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
5.21%           3.39%           2.51%           3.32%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                         
1.16%           1.29%           1.32%           1.09%
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSETS            
4.75%           2.81%           1.88%           2.98%

<CAPTION>
          YEAR             YEAR           PERIOD
         ENDED            ENDED            ENDED
      10/31/91         10/31/90         10/31/89  (d)
<S>                 <C>              <C>
         $1.00            $1.00            $1.00


        0.0576           0.0737           0.0633

        0.0000           0.0000           0.0000
        0.0576           0.0737           0.0633


        0.0576           0.0737           0.0633
        0.0000           0.0000           0.0000
        0.0576           0.0737           0.0633

         $1.00            $1.00            $1.00
         13.76%            7.62%           10.05%(b)


   $14,906,733      $21,405,713      $10,735,032
          0.81%            0.80%            0.60%(b)
          5.76%            7.57%            8.43%(b)


          1.18%            1.33%            1.34%(b)
          5.38%            7.04%            7.69%(b)

</TABLE>

<PAGE>
CRABBE HUSON FUNDS

FINANCIAL HIGHLIGHTS
(Continued)

<TABLE>
<CAPTION>
THE CRABBE HUSON REAL ESTATE INVESTMENT FUND, INC.

                                                                  
YEAR        PERIOD
                                                                 
ENDED         ENDED
                                                              
10/31/95      10/31/94(e)
<S>                                                         <C>   
       <C>
NET ASSET VALUE, BEGINNING OF PERIOD                             
$9.50        $10.00

INCOME FROM INVESTMENT OPERATIONS
NET INVESTMENT INCOME                                           
0.4436        0.3664
NET REALIZED & UNREALIZED
GAIN (LOSS) ON SECURITIES                                       
0.3065       (0.6394)
    TOTAL FROM INVESTMENT OPERATIONS                            
0.7501       (0.2730)

LESS DISTRIBUTIONS
DISTRIBUTIONS FROM NET INVESTMENT INCOME                        
0.4379        0.2287
DISTRIBUTIONS IN EXCESS OF NET INVESTMENT INCOME                
0.0000        0.0000
DISTRIBUTIONS FROM CAPITAL GAINS                                
0.1222        0.0000
    TOTAL DISTRIBUTIONS                                         
0.5601        0.2287

NET ASSET VALUE, END OF PERIOD                                   
$9.69         $9.50
TOTAL RETURN                                                      
8.31%        -3.25%

RATIOS/SUPPLEMENTAL DATA
NET ASSETS, END OF PERIOD                                  
$18,985,514   $18,279,500
RATIO OF EXPENSES TO AVERAGE NET ASSETS                           
1.50%         1.01%(b)
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSET               
4.59%         6.30%(b)
PORTFOLIO TURNOVER RATE                                          
59.53%        43.30%

RATIOS IF FEES HAD NOT BEEN WAIVED AND/OR REIMBURSED
RATIO OF EXPENSES TO AVERAGE NET ASSETS                           
1.89%         2.03%(b)
RATIO OF NET INVESTMENT INCOME TO AVERAGE NET ASSET               
4.20%         5.28%(b)

</TABLE>
<PAGE>
                            Independent Auditors' Report




The Shareholders and Boards of Directors
Crabbe Huson Funds -
   The Oregon Municipal Bond Fund, Inc.
   The Crabbe Huson Special Fund, Inc.
   The Crabbe Huson Asset Allocation Fund, Inc.
   The Crabbe Huson Equity Fund, Inc.
   The Crabbe Huson Income Fund, Inc.
   The Crabbe Huson U.S. Government Income Fund, Inc.
   The Crabbe Huson U.S. Government Money Market Fund, Inc.
   The Crabbe Huson Real Estate Investment Fund, Inc.:


We have audited the accompanying statements of assets and
liabilities,
including the schedules of investments of each of the Crabbe Huson
Funds, as of
October 31, 1995, and the related statements of operations for the
year then
ended, the statements of changes in net assets for The Oregon
Municipal Bond
Fund, Inc., The Crabbe Huson Special Fund, Inc., The Asset
Allocation Fund,
Inc., The Crabbe Huson Equity Fund, Inc., The Crabbe Huson Income
Fund, Inc.,
The Crabbe Huson U.S. Government Fund, Inc. and The Crabbe Huson
U.S.
Government Money Market Fund, Inc. for each of the two years then
ended, and
for The Real Estate Investment Fund, Inc. for the year ended
October 31, 1995
and for the period from April 4, 1994 (commencement of operations)
to October
31, 1994, and the financial highlights for The Oregon Municipal
Bond Fund, Inc.
and The Crabbe Huson Special Fund, Inc. for each of the seven years
ended
October 31, 1995, The Crabbe Huson Asset Allocation Fund, Inc., The
Crabbe
Huson Equity Fund, Inc., The Crabbe Huson Income Fund, Inc., The
Crabbe Huson
U.S. Government Income Fund, Inc. and The Crabbe Huson U.S.
Government Money
Market Fund, Inc. for each of the six years ended October 31, 1995
and for the
period from January 31, 1989 (commencement of operations) to
October 31, 1989
and for the Crabbe Huson Real Estate Investment Fund, Inc. for the
year ended
October 31, 1995 and for the period from April 4, 1994
(commencement of
operations) to October 31, 1994.  These financial statements and
financial
highlights are the responsibility of the management of the Crabbe
Huson Funds. 
Our responsibility is to express an opinion on these financial
statements and
financial highlights based upon our audits.  The financial
highlights for The
Oregon Municipal Bond Fund, Inc. and The Crabbe Huson Special Fund,
Inc. for
the periods ended October 31, 1988 and prior were audited by other
auditors
whose reports expressed unqualified opinions on the financial
highlights.  

We conducted our audits in accordance with generally accepted
auditing
standards.  Those standards require that we plan and perform the
audit to
obtain reasonable assurance about whether the financial statements
and
financial highlights are free of material misstatement.  An audit
includes
examining, on a test basis, evidence supporting the amounts and
disclosures in
the financial statements and financial highlights.  Our procedures
included
verification of securities owned as of October 31, 1995, by
examination and
other appropriate audit 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.  
<PAGE>
In our opinion, the financial statements and financial highlights
referred to
above present fairly, in all material respects, the financial
position of each
of the Crabbe Huson Funds as of October 31, 1995, the results of
their
operations, the changes in their net assets and their financial
highlights for
the periods indicated above, in conformity with generally accepted
accounting
principles.


KPMG PEAT MARWICK LLP


Portland, Oregon
December 8, 1995

<PAGE>

At a Special Meeting of the shareholders on September 6, 1995, the
shareholders of the Real Estate Fund approved a Subadvisory
Agreement among the Adviser, the Real Estate Fund and Aldrich,
Eastman & Waltch, L.P. ("AEW").  Pursuant to the Subadvisory
Agreement, AEW will be responsible for the day-to-day investment
management of the Real Estate Fund, subject to the overall
supervision of the Adviser and the Real Estate Fund's Board of
Directors.  The voting results of the meeting were as follows: 
FOR-1,292,274.882; AGAINST-1,350.279; ABSTAIN-48,772.304.


<PAGE>

MAILING ADDRESS
Crabbe Huson Funds
P.O. Box 8413
Boston, MA 02266-8413

INVESTMENT ADVISOR
The Crabbe Huson Group, Inc.
121 S.W. Morrison, Suite 1400
Portland, OR 97204

DISTRIBUTOR
Crabbe Huson Securities, Inc.
121 S.W. Morrison, Suite 1410
Portland, OR 97204

LEGAL COUNSEL
Davis Wright Tremaine
1300 S.W. Fifth Avenue, Suite 2300
Portland, OR 97201

INDEPENDENT AUDITORS
KPMG Peat Marwick
1211 S.W. Fifth Avenue, Suite 2000
Portland, OR 97204

TRANSFER AGENT &
INVESTOR SERVICES
State Street Bank and Trust Company
P.O. Box 8413
Boston, MA 02266-8413

FUND DIRECTORS
William W. Wyatt, Jr.
Louis Scherzer
Richard P. Wollenberg
Bob L. Smith
Gary L. Capps
Richard S. Huson
James E. Crabbe
Craig P. Stuvland

[CRABBE HUSON LOGO]



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