STATE BOND U S GOVERNMENT SECURITIES FUND INC
N-30D, 1995-06-28
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             STATE BOND U.S. GOVERNMENT AND AGENCY SECURITIES FUND


                                                                    May 15, 1995

TO THE SHAREHOLDERS:

We are pleased to present the semi-annual report of the State Bond U.S.
Government and Agency Securities Fund ("Fund") as of and for the six months
ended April 30, 1995. We wish to welcome the new shareholders that joined us
during this six-month period of operations and thank all of our shareholders for
their investment in this Fund.

The Fund's total net assets were $13.9 million on April 30, 1995. The net asset
value per share was $4.93. The Fund, during this reporting period, paid monthly
dividends that totaled 16 cents per share; and also on December 30, 1994, paid a
capital gain distribution of 2 cents per share.

In this six-month period, the Federal Reserve increased short-term rates in
November and February as it continued its efforts to curb inflation. However,
interest rates, as measured by the long-term U.S. Government Bond exceeded the
8% level in November, and during the remainder of this reporting period reversed
and started on a downward trend, reaching a 7.34% level at the end of this
period. This decrease in long-term rates produced a very positive result in the
Fund's net asset value per share price as it increased from $4.73 at the
beginning of the period to $4.93.

The portfolio is composed of 70.4% in Government National Mortgage Association
(GNMA) Obligations, 24.8% in Federal National Mortgage Association (FNMA)
Obligations, and the remainder in cash equivalents.

We value your investment in the Fund, and would be pleased to respond to
inquiries you may have regarding the Fund or your investment in its shares.

Sincerely,

/s/ Charles A. Greer

President

                                     PAGE 1

<PAGE>


<TABLE>
<CAPTION>
                            STATEMENT OF NET ASSETS
                                 APRIL 30, 1995
                                   UNAUDITED

          PRINCIPAL           DUE              INTEREST                                                            MARKET
           AMOUNT             DATE               RATE                                                             VALUE (A)
          ---------           ----              -------                                                           ---------
GOVERNMENT AGENCIES
 GOVERNMENT NATIONAL MORTGAGE ASSOCIATION OBLIGATIONS

<S>                         <C>                   <C>                                                           <C>       
      $   725,994           08-15-23              7.00%  ....................................                   $  664,004
          969,013           07-15-23              7.00   ....................................                      899,304
          778,321           08-15-22              7.50   ....................................                      758,815
          407,029           10-15-22              7.50   ....................................                      403,339
          997,735           02-15-23              7.50   ....................................                      940,846
          462,335           04-15-23              7.50   ....................................                      437,618
          442,206           05-15-23              7.50   ....................................                      418,606
          954,385           01-15-23              7.50   ....................................                      909,604
          482,870           06-15-22              8.00   ....................................                      477,585
          491,280           07-15-24              8.00   ....................................                      495,498
          935,006           04-15-24              8.00   ....................................                      934,641
          247,608           09-15-21              8.50   ....................................                      250,717
          338,763           05-15-22              8.50   ....................................                      339,856
          816,779           03-15-22              8.50   ....................................                      815,981
          252,164           03-15-22              8.50   ....................................                      253,560
          273,120           03-15-22              8.50   ....................................                      273,697
          483,807           09-15-24              8.50   ....................................                      500,974
                                                                                                               -----------
 TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION OBLIGATIONS -- 70.4%   ......................                    9,774,645
         (Cost $10,058,415)                                                                                    -----------

 FEDERAL NATIONAL MORTGAGE ASSOCIATION OBLIGATIONS
       $2,431,949           10-15-23              7.00%  ....................................                    2,263,301
          504,111           12-15-23              7.00   ....................................                      473,553
          463,055           11-15-23              7.00   ....................................                      430,963
          292,937           12-15-23              7.00   ....................................                      275,178
                                                                                                               -----------
 TOTAL FEDERAL NATIONAL MORTGAGE ASSOCIATION OBLIGATIONS -- 24.8%   .........................                    3,442,995
         (Cost $3,692,052)                                                                                      -----------

TOTAL GOVERNMENT AGENCIES -- 95.2%   ........................................................                   13,217,640
 (Cost $13,750,467)                                                                                            -----------

REPURCHASE AGREEMENT -- 4.0%
     Repurchase agreement with Norwest Investment Securities, Inc., dated
     4-27-95 (Collateralized by U.S. Treasury Note, par value of $520,000, due
     7-15-97, value of $550,000) (Cost $550,000)

         $550,000           05-01-95              4.95% .....................................                      550,227
                                                                                                               -----------
TOTAL INVESTMENTS -- 99.2%   ................................................................                   13,767,867
 (Cost $14,300,467)(b)                                                                                         -----------
OTHER ASSETS LESS LIABILITIES -- 0.8%   .....................................................                      106,377
                                                                                                               -----------
TOTAL NET ASSETS -- applicable to 2,813,231 shares outstanding, 
   at a net asset value of $4.93 per share -- 100.0%   ......................................                  $13,874,244
                                                                                                               ===========
</TABLE>

NOTES TO STATEMENT OF NET ASSETS:
(a) See accompanying notes to financial statements.
(b) Also represents cost for Federal income tax purposes.

                                     PAGE 2

<PAGE>


                                 BALANCE SHEET
                                 APRIL 30, 1995
                                   UNAUDITED

ASSETS:
  Investments, at market value (Note A)....   $13,767,867
  Cash.....................................        97,422
  Interest receivable......................        85,158
  Receivable for                                   
    reimbursable expenses..................         3,555
  Prepaid expenses.........................           500
                                              -----------
     Total assets..........................    13,954,502
                                              -----------
LIABILITIES:
  Dividends payable........................        58,479
  Payable for capital
    shares repurchased.....................           471
  Payable to SBM Company (Note B)..........        10,412
  Accrued expenses.........................        10,896
                                              -----------
     Total liabilities.....................        80,258
                                              -----------
NET ASSETS APPLICABLE TO
  OUTSTANDING CAPITAL STOCK................   $13,874,244
                                              ===========
                                               
REPRESENTED BY:
  Capital stock -- 10,000,000,000 shares     
    of $.00001 par value authorized;
    2,813,231 shares outstanding...........  $         28
  Additional paid-in capital...............    14,442,593
  Unrealized depreciation                       
    of investments.........................      (532,827)
  Accumulated net realized loss                  
    from investment transactions...........       (35,550)
                                              -----------
     Total net assets......................   $13,874,244
                                              ===========

NET ASSET VALUE PER SHARE..................         $4.93
                                                    =====

MAXIMUM OFFERING PRICE PER SHARE (INCLUDES          
   MAXIMUM SALES CHARGE OF 5%):
   (reduced on purchases of
    $25,000 or more).......................         $5.19
                                                    =====

See accompanying notes to financial statements.




                            STATEMENT OF OPERATIONS
                                SIX MONTHS ENDED
                                 APRIL 30, 1995
                                   UNAUDITED

INVESTMENT INCOME:
  Interest..........................           $   519,631

EXPENSES:
   Investment advisory and            
    management fee (Note B).........  $26,876
  12b-1 plan fees (Note B)..........   16,797
  Accounting and pricing              
   service fees (Notes A and B).....   10,000
  Registration fees ................    7,900
  Transfer agent fees (Note B)......    7,200
  Audit and legal fees..............    6,100
  Shareholder reports...............    5,200
  Custodian fees....................    4,800
  Director fees.....................    2,600
  Other expenses....................      900
                                       ------
     Total expenses.................   88,373
  
  Reimbursement of expenses          
    (Note B).......................   (21,183)      67,190
                                      -------      -------
  Net investment income.............               452,441
                                                   -------
REALIZED AND UNREALIZED GAINS                      
 (LOSSES) ON INVESTMENTS:
  Net realized loss from
   investment transactions..........               (36,001)
  Net increase in unrealized                       
    appreciation of investments.....               654,685
                                                   -------
    NET GAIN ON INVESTMENTS.........               618,684
                                                   -------
    NET INCREASE IN NET ASSETS                     
      RESULTING FROM OPERATIONS.....            $1,071,125
                                                ==========


See accompanying notes to financial statements.

                                     PAGE 3

<PAGE>



<TABLE>
<CAPTION>
                              STATEMENTS OF CHANGES IN NET ASSETS
                                                                                                               
                                                                                        SIX MONTHS ENDED     YEAR ENDED  
                                                                                         APRIL 30, 1995      OCTOBER 31, 
                                                                                            UNAUDITED           1994
                                                                                        ----------------     -----------
<S>                                                                                        <C>               <C>       
OPERATIONS:
  Net investment income.............................................................       $  452,441        $  905,347
  Net realized gain (loss) from investment transactions.............................          (36,001)           59,296
  Net increase (decrease) in unrealized appreciation of investments.................          654,685        (1,618,125)
                                                                                          -----------       -----------
    Net increase (decrease) in net assets resulting from operations.................        1,071,125          (653,482)
                                                                                          -----------       -----------
DISTRIBUTIONS TO SHAREHOLDERS:
  Net investment income ($.16 and $.31 per share, respectively).....................         (452,441)         (905,347)
  Net realized gain from investments transactions 
   ($.02 and $.02 per share, respectively)..........................................          (58,624)          (63,055)
                                                                                          -----------       -----------
    Total distributions to shareholders.............................................         (511,065)         (968,402)
                                                                                          -----------       -----------
CAPITAL SHARE TRANSACTIONS:
  Proceeds from sale of 216,776 and 357,050 shares,
    respectively (Note B)...........................................................        1,034,922         1,782,523
  Net asset value of 70,736 and 124,962 shares, respectively, issued                           
    in reinvestment of distributions................................................          337,460           629,881
                                                                                          -----------       -----------
                                                                                            1,372,382         2,412,404
  Payments for repurchase of 332,025 and 640,455 shares,  
    respectively....................................................................       (1,581,991)       (3,224,518)
                                                                                          -----------       -----------
  Decrease in net assets from capital share                                                   
    decrease of 44,513 and 158,443 shares, respectively.............................         (209,609)         (812,114)
                                                                                          -----------       -----------
       Total increase (decrease) in net assets......................................          350,451        (2,433,998)

NET ASSETS:
  Beginning of period...............................................................       13,523,793        15,957,791
                                                                                          -----------       -----------
  End of period.....................................................................      $13,874,244       $13,523,793
                                                                                          ===========       ===========
</TABLE>

See accompanying notes to financial statements.


                                     PAGE 4

<PAGE>




<TABLE>
<CAPTION>
                              FINANCIAL HIGHLIGHTS
                PER SHARE INVESTMENT INCOME AND CAPITAL CHANGES
                 (FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR)

                                                                                                                       NOVEMBER 20,
                                         SIX                                                                               1985
                                        MONTHS                                                                        (COMMENCEMENT
                                        ENDED                                                                               OF
                                       APRIL 30,                        YEAR ENDED OCTOBER  31                        OPERATIONS) TO
                                         1995      -------------------------------------------------------------------  OCTOBER 31,
                                       UNAUDITED   1994    1993     1992      1991    1990    1989       1988    1987     1986
                                       ---------   ----    ----     ----      ----    ----    ----       ----    ----   ------------
<S>                                     <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
NET ASSET VALUE, BEGINNING
 OF PERIOD ...........................  $ 4.73   $  5.29  $ 5.24   $  5.21  $  4.90  $ 4.95   $ 4.91   $  4.73  $  5.04  $ 5.00
                                        ------   -------  ------   -------  -------  ------   ------   -------  -------  ------
INCOME FROM INVESTMENT
 OPERATIONS:
Net investment income ................     .16       .31     .33       .37      .41     .41      .41       .40      .40     .41
Net realized and
  unrealized gain (loss)
  on investment
  transactions .......................     .22      (.54)    .08       .03      .31    (.05)     .04       .18     (.31)    .04
                                        ------   -------  ------   -------  -------  ------   ------   -------  -------  ------
    Total from investment
    operations .......................     .38      (.23)    .41       .40      .72     .36      .45       .58      .09     .45

LESS DISTRIBUTIONS:
  Dividends from net
   investment income .................    (.16)     (.31)   (.33)     (.37)    (.41)   (.41)    (.41)     (.40)    (.40)   (.41)
  Distributions from
   capital gains .....................    (.02)     (.02)   (.03)       --       --      --       --        --       --      --
                                        ------   -------  ------   -------  -------  ------   ------   -------  -------  ------
    Total distributions ..............    (.18)     (.33)   (.36)     (.37)    (.41)   (.41)    (.41)     (.40)    (.40)   (.41)

NET ASSET VALUE,
 END OF PERIOD .......................  $ 4.93   $  4.73  $ 5.29   $  5.24  $  5.21  $ 4.90   $ 4.95   $  4.91  $  4.73  $ 5.04
                                        ======   =======  ======   =======  =======  ======   ======   =======  =======  ======

TOTAL RETURN** .......................    8.25%    (4.50%)  8.11%     7.93%   15.30%   7.61%    9.68%    12.78%    1.77%   7.96%*

RATIOS/SUPPLEMENTAL DATA

  Net assets, end of period
   (000) ............................. $13,874   $13,524 $15,958   $14,713  $11,285  $9,421   $9,680   $10,568  $11,406  $8,301
  Ratio of expenses to
   average net assets *** ............    1.00%*    1.00%   1.00%     1.00%    1.00%   1.00%    1.00%     1.00%    1.00%   1.00%*
  Ratio of net investment
   income to
   average net assets ................    6.66%*    7.22%   6.30%     7.01%    8.03%   8.33%    8.51%     8.32%    8.13%   8.58%
  Portfolio turnover  rate
   (excluding
   short-term securities) ............    7.32%*   22.75%   8.71%    47.46%    7.88%  51.61%    4.24%     4.51%   34.86%   9.69%
</TABLE>

  * Annualized
 ** Total return does not consider the effects of sales loads.
*** During each of the periods indicated the Manager voluntarily  reimbursed the
    Fund on a  monthly  basis  for  expenses  incurred  by it in excess of 1% of
    average daily net assets. Without such voluntary reimbursement, the ratio of
    expenses to average net assets in each of the respective  fiscal years would
    have been as  follows:  1995  (annualized)  1.30%,  1994-1.23%,  1993-1.21%,
    1992-1.22%,  1991-1.37%, 1990-1.51%, 1989-1.43%, 1988-1.26%, 1987-1.29%, and
    1986 (annualized) 1.74%.

See accompanying notes to financial statements.


                                     PAGE 5


<PAGE>



                         NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 1995
                                   UNAUDITED

(A) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The State Bond U.S.  Government and Agency  Securities Fund ("Fund") is the only
current  investment  portfolio of the State Bond Income Funds, Inc., which is an
open-end  diversified  management  investment  company.  The primary  investment
objective  of the Fund is to maximize  current  income to the extent  consistent
with preservation of capital.

Security Valuation 

In  determining  net asset value,  the Fund uses portfolio  security  valuations
furnished by a pricing service  approved by the Board of Directors.  The pricing
service values portfolio securities which have remaining maturities of more than
60 days from the date of  valuation  at the mean  between  quoted  bid and asked
prices  when  quotations  are  readily  available.  Such  securities  for  which
quotations  are not  readily  available  are  valued at fair  market  value,  as
determined by the pricing service.  Short-term  holdings  maturing in 60 days or
less are valued at cost plus accrued interest, which approximates market value.

In  connection  with  transactions  in repurchase  agreements,  it is the Fund's
policy that its custodian  take  possession of the underlying  collateral,  U.S.
Government  and/or Agency  securities,  the value of which exceeds the principal
amount of the repurchase  agreement  including accrued  interest.  To the extent
that any  repurchase  agreement  exceeds  one  business  day,  the  value of the
collateral  is marked to market on a daily  basis to ensure the  adequacy of the
collateral.  Should the seller for any reason default, the Fund's recourse would
be to receive the collateral at its current market value.

At April 30, 1995,  gross  unrealized  appreciation  of  investments  aggregated
$27,558, and gross unrealized depreciation of investments aggregated $560,385.

Security Transactions, and Related Investment Income

Security  transactions are accounted for on the date the order to buy or sell is
executed.  Premiums are  amortized  and  discounts are accreted for book and tax
purposes,  and are  included  with  interest  in the  statement  of  operations.
Realized  gains or losses from  investment  transactions  are  determined on the
basis of  specific  identification.  Interest  income is recorded on the accrual
basis and dividends to shareholders are declared daily and paid once a month.

Income Taxes 

No  provision  is made for  income  taxes  since it is the policy of the Fund to
distribute  all  taxable  net income  and  qualify  as a  "regulated  investment
company" under Subchapter M of the Internal Revenue Code.

(B)  PAYMENTS TO RELATED  PARTIES  

SBM Company is the Fund's investment  adviser and transfer agent. The investment
advisory  fee is computed  at the annual  rate of .65% on the average  daily net
assets of the Fund. SBM Company  subsequently pays from its advisory fee .25% of
the average  daily net assets to SBM  Financial  Services,  Inc. (a wholly owned
subsidiary of SBM Company) under a 12b-1 plan of share distribution.

SBM Company has voluntarily undertaken to reimburse the Fund for any expenses in
excess of 1% of the  average  daily net  assets,  despite  the fact that  higher
expenses may be permitted by state law.

Transfer  agent fees, as well as $7,500 in accounting  fees for the period ended
April 30, 1995 were paid to SBM Company in accordance with agreements which were
previously approved by the Board of Directors. Certain officers and directors of
the Fund are officers and directors of SBM Company.

Fees  paid  to  SBM  Financial  Services,  Inc.  for  underwriting  services  in
connection  with sales of the Fund's capital shares  aggregated  $29,152 for the
period  ended April 30,  1995.  Such fees are not an expense of the Fund and are
excluded from proceeds  received by the Fund for sales of its capital  shares as
shown in the accompanying statement of changes in net assets.

(C) SIGNIFICANT EVENT 

Pursuant to an Amended and Restated  Stock and Asset  Purchase  Agreement  dated
February 16, 1995,  between SBM Company,  the Manager of the State Bond Group of
Mutual  Funds  (the  "Manager")  and  ARM  Financial  Group,  Inc.,  a  Delaware
corporation  ("ARM"),  the Manager has agreed to sell  substantially  all of its
business operations to ARM (the "Proposed Transaction"). As part of the Proposed
Transaction,  a subsidiary  of ARM, ARM Capital  Advisors,  Inc.  ("ARM  Capital
Advisors"),  will  assume the  responsibilities  of the  Manager  as  investment
adviser to the Fund  under the  Investment  Advisory  and  Management  Agreement
between the  Manager  and the Fund.  In  addition,  ARM will  acquire all of the
outstanding common stock of SBM Financial Services, Inc., the Distributor of the
Fund (the "Distributor"). On May 15, 1995, the shareholders of the Fund approved
a new Advisory  Agreement with ARM Capital  Advisors,  effective upon closing of
the Proposed Transaction. The completion of the Proposed Transaction is expected
to occur on June 14, 1995.

                                     PAGE 6


<PAGE>



                              SHAREHOLDER SERVICES

VOLUNTARY INVESTMENT PLAN
Additional  investments of $50 or more can be made at any time. The funds may be
wired or mailed as per the instructions  found in the prospectus.  Distributions
to shareholders are  automatically  reinvested to further increase the number of
shares owned.

AUTOMATIC INVESTMENT PLAN
With the  cooperation  of your  bank,  the  Fund's  transfer  agent  will make a
withdrawal of $50 or more from your  checking  account each month for the amount
you specify to purchase shares for your mutual fund account.

VOLUME DISCOUNTS
You will qualify for a discount from the maximum  offering price if the purchase
of State Bond U.S.  Government and Agency  Securities Fund shares totals $25,000
or more.

LETTER OF INTENT
Volume  discounts will be applied on a series of purchases  totaling  $25,000 or
more within a period of thirteen months pursuant to a written  "Purchase  Intent
and Price Agreement."

RIGHT OF ACCUMULATION DISCOUNTS
Additional shares may be purchased at a discount from the maximum offering price
if the  intended  purchase  plus the value of  presently  owned  State Bond U.S.
Government and Agency  Securities Fund, State Bond Common Stock Fund, State Bond
Diversified  Fund,  State  Bond Tax Exempt  Fund,  and/or  State Bond  Minnesota
Tax-Free Income Fund shares total $25,000 or more.

AUTOMATIC CASH WITHDRAWAL PLAN
This feature provides for monthly, quarterly,  semi-annual or annual payments of
designated  amounts to investors  holding shares of the Fund valued at $5,000 or
more ($2,500 for IRA accounts for which SBM Company acts as custodian).

FREE CHECKING
You may use free  personalized  checks  to  withdraw  money  from  your  account
(minimum of $250), if you have an account balance of $5,000 or more.

QUICK REDEMPTION BY TELEPHONE
Those  who  have  selected  this  service  may  request   telephone   redemption
instructions.  If your  request  is for  $5,000  or  more,  your  funds  will be
wire-transferred the following business day to your bank account. If the request
is for under $5,000, a check will be mailed to you. In order to initiate a Quick
Redemption by telephone  you must elect this option.  The Fund is not liable for
any loss arising from telephone redemptions that the Fund reasonably believes to
be  genuine.  The  Fund  will  employ  reasonable  procedures  to  confirm  that
instructions  communicated  by telephone are genuine;  if it does not, it may be
liable  for any losses  due to  unauthorized  or  fraudulent  instructions.  The
procedures  used by the Fund will include  requesting  several items of personal
identification  information  prior to acting  upon  telephone  instructions  and
sending a written confirmation of all such transactions.

RETIREMENT PLANS
Prototype plans for individual  retirement accounts (IRAs) and qualified pension
and profit sharing plans for corporate and non-corporate employers, as well as a
kit for the establishment of a 403(b) custodial account (TSA), are available. 


       BOARD OF DIRECTORS

ROBERT H. BAKER, JR.
 President, Optima Resources, Inc.
 Director, associated mutual funds

RICHARD M. EVJEN
 President, The Evjen Associates, Inc.
 Director, SBM Company
 Chairman and Director, associated mutual funds

WILLIAM B. FAULKNER
 President, William Faulkner & Associates, Inc.
 Director, associated mutual funds

PATRICK M. FINLEY
 President, Universal Cooperatives, Inc.
 Director, associated mutual funds

ALDEN M. HANSON
 Realtor, Edina Realty
 Director, associated mutual funds

CHRIS L. MAHAI
 Senior Vice President, Strategic Integration,
   Star Tribune
 Director, associated mutual funds

KEITH O. MARTENS
 Executive Vice President-Investments,
   SBM Company
 Director and Vice President, associated mutual funds

KENNON V. ROTHCHILD
 Chairman and Chief Executive Officer,
   RCN Associates, Inc.
 Director, SBM Company
 Director, associated mutual funds


          OFFICERS
Charles A. Geer     President
Walter W. Balek     Vice President
Stewart D. Gregg    Vice President-Secretary
Keith O. Martens    Vice President
Ann M. Schmid       Vice President-Investments
Edward L. Zeman     Vice President, Treasurer, and
                     Chief Financial Officer
Ronald H. Geiger    Assistant Vice President
Lori L. Nuebel      Assistant Vice President and
                     Assistant Secretary



                               INVESTMENT ADVISOR
                                  SBM Company
                             Minneapolis, Minnesota



                              GENERAL DISTRIBUTOR
                          SBM Financial Services, Inc.
                           8400 Normandale Lake Blvd.
                                   Suite 1150
                       Minneapolis, Minnesota 55437-3807
                                 (612) 835-0097



                                   CUSTODIAN
                          Norwest Bank Minnesota, N.A.
                             Minneapolis, Minnesota


                                     PAGE 7

<PAGE>



This report is intended for the general information of shareholders of the Fund.
It  is  not  authorized  for   distribution  to  prospective   investors  unless
accompanied or preceded by the offering  prospectus of the Fund,  which contains
details of sales commissions and other information.

                                   STATE BOND
                                U.S. GOVERNMENT
                             AND AGENCY SECURITIES
                                      FUND
           
                                  SEMI-ANNUAL
                                     REPORT

                                 APRIL 30, 1995

                        


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