BASCOM HILL BALANCED FUND INC
N-30D, 1997-03-03
Previous: KENT FUNDS, NSAR-B, 1997-03-03
Next: BASCOM HILL BALANCED FUND INC, 497, 1997-03-03




Dear Shareholder:

Following an excellent 1995, Bascom Hill BALANCED Fund, Inc. 
gained an additional 17% in 1996.  This was the result of 
another great year in the stock market and a rather volatile 
bond market. Performance compares quite favorably with the 
average balanced fund's gain (as measured by Lipper) of only 
13.0%. The last two years produced the best back to back 
performance for the stock market in 20 years, and we are 
pleased that the equity portion of your Fund participated 
nicely. Solid performance this past year has earned  the 
Bascom Hill BALANCED Fund a "4 star" rating by Morningstar.

1996 in Review...  The stock market marched to new highs 
virtually uninterrupted in 1996. The conditions during the 
last 12 months proved to be ideal with corporations 
achieving record earnings as the result of moderate economic 
growth, low inflation and relatively low interest rates. 
Providing additional fuel, the cash-flow into equity mutual 
funds soared to unprecedented levels. It seemed as though 
investors just couldn't get enough.

Although the Dow Jones Industrials' climb from 5000 to 6500 
was well documented, many of the small and mid-cap stocks 
did not keep up. In fact, the broad market trailed the 
popular indices by over 10 percentage points. Thus, as we 
expected early last year, stock selection proved to be key 
to the overall performance of your Fund.

The bond market did not fare as well. Interest rates rose 
significantly early in the year as the economy exceeded 
expectations, and then fell once it appeared faster growth 
would not be sustained and inflation remained subdued. Our 
defensive posture helped to limit the downside during the 
first six months. Then, in mid-year believing that interest 
rates would not go higher, we purchased additional bonds. As 
a result, the bond portfolio was well positioned for the 
subsequent late-year economic slowdown and bond market 
rally.

Looking Ahead...   The question remains, "How far can the 
stock market go?" The underlying fundamentals suggest this 
market still has room to run. However, the historically high 
valuation that currently exists limits the upside potential 
from here. In times like these, it is especially important 
to stay true to your philosophy. For Bascom Hill that means 
buying stocks of high quality companies delivering 
consistent, predictable earnings growth that trade at 
reasonable valuations. Stocks exhibiting these 
characteristics tend to perform best in both good and bad 
markets.

The backdrop for the bond market today is generally 
favorable relative to 1996. Not only are interest rates 1% 
higher than a year ago, but heavy debt burdens should 
restrain consumer spending in 1997 keeping a lid on the 
economy. In addition, inflation remains under control and 
the Federal Reserve appears content to leave short-term 
interest rates unchanged.

In summary, we are optimistic about 1997, while keeping 
mindful of the higher risk environment brought on by the 
recent rally in stock prices. We look forward to the 
challenges that lie ahead, and we appreciate your confidence 
in the management of your Fund.

Sincerely,

(signature)

Katherine L. Frank
Vice President
<PAGE>
INVESTMENT HIGHLIGHTS

Investment     The Fund's investment objectives are to
Objective      produce current income and achieve long-term
               growth in the value of fund shares.  The investment
               portfolio will consist primarily of common stocks,
               government and corporate bonds and money market
               instruments.  The mix of assets will be regularly
               adjusted or `balanced'' by the investment advisor.

Investment     The advisor's willingness to hold substantial
Strategy       cash reserves during periods of market risk is the
               single most important factor in comparing the 
               Fund's `market timing'' strategy with most other
               mutual funds.  You are hiring a portfolio manager
               to determine when to `switch'' between common stocks,
               bonds and cash reserves.  The advisor's sensitivity to
               down markets and skillful allocation of assets is
               critical to your investment results.

Benefits to    -  Exposure to common stocks is limited to 70% of
Shareholders      assets.

               -  At least 25% of assets will be maintained in fixed
                  income senior securities.

               -  Conservative, `value'' driven common stock selection
                  process.

               -  Diversified portfolio.  No more then 5% may be
                  invested in the securities of any one corporation
                  or issuer,except in U.S. Government securities.

               -  IRA Plan and easy transfer forms available.

               -  Wisconsin based investment advisor.  Madison
                  Investment Advisors, Inc. manages over $2.8 billion
                  for individual, foundation and tax-exempt
                  portfolios.  Since 1973 the firm has worked to
                  achieve comendable performance for its
                 "balanced'' accounts.

          Total Return Over Lifetime of Fund
          
The following table illustrates the total return for $10,000
invested in Bascom Hill BALANCED Fund, Inc. on December 18, 
1986, the date of the initial public offering, with income 
dividends and capital gain distributions reinvested in the 
Fund.
<TABLE>
<S>       <C>                <C>        <C>             <C>        <C> 
                                                                   Value of
                             Net Asset  Capital Gains   Income     Initial   
                             Per        Distributions   Dividends  $10,000      
          Date               Share      Per Share       Per Share  Investment
    
     

          December 31, 1986   $20.00      ---              ---      $10,000
          December 31, 1987   $20.13      ---           $  .60      $10,366
          December 31, 1988   $20.76      ---           $  .91      $11,169
          December 31, 1989   $21.62    $  .46          $ 1.17      $12,526
          December 31, 1990   $19.04      ---           $ 1.00      $11,611
          December 31, 1991   $23.00    $  .05          $  .73      $14.525
          December 31, 1992   $23.65    $  .64          $  .60      $15,750
          December 31, 1993   $22.36    $ 1.66          $  .62      $16,435
          December 31, 1994   $20.16    $ 1.74          $  .72      $16,650
          December 31, 1995   $22.44    $ 1.26          $  .74      $20,158
          December 31, 1996   $22.03    $ 3.61          $  .50      $23,586
<PAGE>
BASCOM HILL BALANCED FUND, INC.
STATEMENT OF NET ASSETS 

Schedule of Investments
December 31, 1996
				
                                               Market
Common Stocks - 51.5%             Shares       Value	

Basic Industry - 2.7%
Morton International, Inc.          7,400      $301,550

Consumer - Discretionary - 2.5% 
Eastman Kodak                       3,450       276,862

Consumer Products - 6.1%
Kimberly Clark Corp.                2,800       266,700
Lancaster Colony Corp.              8,800       404,800

Consumer - Retail - 5.2% 
Pep Boys - Manny Moe & Jack         8,750       269,063
Wal-Mart Stores, Inc.              13,200       300,300

Consumer Services - 2.4%
McDonalds	                          5,900       267,712

Financial - Insurance - 4.6%
American Express                    4,800       271,200
MGIC Investment Corp.               3,150       239,400

Financial - Regional Banks - 2.4% 
Norwest Corp.                       6,150       267,525

Financial Services - 3.0% 
Federal Home Loan Mortgage Corp.    2,950       325,606

Food & Beverage - 4.4%
Conagra, Inc.                       5,575       277,356
Dole Food Co.                       6,050       204,944
		
Medical & Health Care - 9.4%
Abbott Laboratories	                6,700       340,025
Columbia/ HCA Healthcare Corp.      8,700       354,525
Schering Plough Corp.               5,350       346,413

Technology - 6.1% 
Cabletron Systems, Inc.             8,500       282,625
Compaq Computer Corp.               2,900       215,687
Intel Corp.                         1,300       170,219

Telecommunications - 2.7%
Bell Atlantic Corp.                 4,550       294,613


Total Common Stocks (Cost $4,711,765)        $5,677,125

<PAGE>
Statement of Net Assets (continued)
					
                                        Principal Market
                                        Amount    Value	

Fixed Income Investments - 28.5%

Treasury Securities - 15.2% 
U.S. Treasury Notes 5.625% due 1/31/98  $375,000 $375,311
U.S. Treasury Notes 6.25% due 5/31/00    425,000  427,689
U.S. Treasury Notes 5.625% due 2/28/01   450,000  441,396
U.S. Treasury Notes 5.875% due 2/15/04   250,000  243,675
U.S. Treasury Notes 6.50% due 8/15/05    190,000  191,476

Total Treasury Securities (Cost  $1,670,709)   $1,679,547

CMO/Remic Securities - 1.9%	
Residential Funding 7.00% due 12/25/07   $17,822  $17,782
FNMA Remic 6.75% due 5/25/19             200,000  196,250

Total CMO/Remic Securities (Cost $215,751)       $214,032

Corporate Bonds - 11.4%
General Telephone Co. of California 6.75%
 due 12/1/97                            $125,000 $125,469
Morgan Stanley Group, Inc. 8.10% due 
  6/24/02                                160,000  169,874
Price/Costco Wholesale Corp. 5.75% 
  due 5/15/02                            125,000  119,087
Norwest Corp. 6.625% due 3/15/03          90,000   89,498
Marshall & Ilsley Corp. 6.375%
 due 7/15/03                             100,000   97,610
Ford Motor Credit Corp. 7.75%
 due 3/15/05                             130,000  136,623
Columbia/HCA 6.91% due 6/15/05           170,000  170,067
Kohls Corp. 6.70% due 2/1/06             175,000  169,417
Disney 6.75% due 3/30/06                 175,000  173,791	

Total Corporate Bonds (Cost $1,246,935)        $1,251,436

Total Fixed Income Investments
 (Cost $3,133,395)                             $3,145,015

Short Term Investments - 19.7%

Variable Rate Demand Notes
American Family Financial Services 5.21%
 due 1/1/97                             $450,000 $450,000
General Mills, Inc. 5.20% due 1/1/97     450,000  450,000
Johnson Controls Inc. 5.23% due 1/1/97   450,000  450,000
Pitney Bowes Credit Corp. 5.20%
 due 1/1/97                              450,000  450,000
Southwestern Bell Telephone 5.19%
 due 1/1/97                              364,670  364,670

Total Short Term Investments (Cost $2,164,670) $2,164,670

Cash & Receivables Less Liabilities - .3%         $30,949

TOTAL NET ASSETS - Equivalent to $22.03 per share on
 500,139.637 shares of $.01 par value capital stock 
 outstanding (authorized capital stock - 5,600,000 shares),
 and paid in capital aggregated $10,025,975.	 $11,017,759

See Accompanying Notes to Financial Statements

<PAGE>

BASCOM HILL BALANCED FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS 




                         Year Ended        Year Ended
                         December 31, 1996 December 31, 1995
Investment Activities
Net Investment Income    $221,615          $348,794
Income Distributions to
  Shareholders ($.50 and
  $.74 per share,
   respectively          (221,362)         (344,671)

  Increase in 
  Undistributed Net
  Investment Income      $    253             4,123

Net Realized Gains from 
Security Transactions   1,558,337           593,051
Net Realized Gain 
Distribution to 
Shareholders($3.61 and
 $1.26 per share, 
 respectively)         (1,554,066)         (573,199)

  Increase in Undistributed 
  Realized Gains            4,271            19,852

Increase (Decrease) in
Unrealized Appreciation  (146,758)        1,070,937

  Increase (Decrease) in
  Undistributed Net Assets
  Derived From Investment
  Activities             (142,234)        1,094,912

Shares Sold and Redeemed
Net Proceeds from Shares Issued
 (7,944 and 14,517 shares,
  respectively)           190,147           330,849
Net Asset Value of Shares 
Issued in Distributions
  (75,908 and 39,470 shares,
   respectively)        1,699,086           879,563
                       $1,889,233        $1,210,412
Cost of Shares Redeemed
 (67,635 and 61,862 shares,
  respectively)        (1,586,111)       (1,360,747)

Increase (Decrease) in
Net Assets from Sale and
Redemption of Fund 
Shares                   $303,122         $(150,335)

Net Assets
Balance at Beginning of
Year (Including undistributed
net investment income of
$2,755 and ($1,367), 
respectively)         $10,856,871        $9,912,294
Net Increase (Decrease) 
from Investment
Activities               (142,234)        1,094,912
Net Increase (Decrease) 
from Shares Sold and 
Redeemed                  303,122          (150,335)

Balance at End of Year 
(Including undistributed
net investment income of 
$3,008 and $2,755, 
respectively)         $11,017,759       $10,856,871


See Accompanying Notes to Financial Statements.
<PAGE>


BASCOM HILL BALANCED FUND, INC.
STATEMENTS OF OPERATIONS 


                         Year Ended        Year Ended
                         December 31, 1996 December 31, 1995

Income:
Interest                 $307,236          $434,961
Dividends                  67,454            55,031
                         $374,690          $489,992

Expenses:
Auditing Fee             $  5,896          $  5,907
Custodial Fee               3,359             5,833
Directors' Fee              3,000             3,000
Fidelity Bond               1,082             1,397
Investment Advisor Fee     91,311            88,169
Legal Fee                     848             1,219
Licensing Fee               3,018             3,635
Printing Cost               5,808             5,172
Transfer Agent Fee         28,213            24,425
Other Fees                 10,540             2,441
                         $153,075          $141,198


Net Investment Income    $221,615          $348,794

Ratio of Expenses to Income  40.9%             28.8%



Realized Gains on Investments:
Proceeds from Sale     $7,809,936        $5,077,080
Cost                    6,251,599         4,484,029
Net Realized Gains    $ 1,558,337          $593,051



Unrealized Appreciation on Investments:  
Balance, Beginning of 
  Year                 $1,123,739           $52,802
Balance, End of Year      976,981         1,123,739
Increase (Decrease) in
 Unrealized Appreciation (146,758)        1,070,937



Net Realized Gains and Increase
 (Decrease) in Unrealized
 Appreciation          $1,411,579        $1,663,988


See Accompanying Notes to Financial Statements.

Financial Highlights - Selected Per Share Data and Ratios

</TABLE>
<TABLE>
   
<CAPTION>
                                          Year Ended December 31,

- - - - --------------------------------------------------------------------------------
<S>                   <C>   <C>   <C>   <C>   <C>   <C>   <C>   <C>   <C>   <C>    
                      1996  1995  1994  1993  1992  1991  1990  1989  1988  1987
NET ASSET VALUE:
Beginning of year   $22.44  20.16 22.36 23.65 23.00 19.04 21.62 20.76 20.13 20.00 

INCOME FROM INVESTMENT OPERATIONS:
                    
Net investment income  .50    .75   .72   .62   .59   .73  1.00  1.15   .91   .63

Net realized and
unrealized gains
or (losses) on
securities            3.20   3.53  (.46)  .37  1.30  1.43  2.58) 1.34   .63   .10 
                     -----   -----  ---  ----  ----  ----- ---- -----  ---- -----


Total from
investment
operations        $   3.70   4.28   .26   .99  1.89  2.16 (1.58) 2.49  1.54   .73

LESS DISTRIBUTIONS:
Dividends from net
income            $   (.50)  (.74) (.72) (.62) (.60) (.73)(1.00)(1.17) (.91)  (.60)

Capital gains
distributions        (3.61) (1.26)(1.74)(1.66) (.64) (.05)  .00  (.46)  .00    .00
                     ------ ------ ------ ---- -----  ---  -----  ---    ---  ---


NET ASSET VALUE:
End of year        $22.03   22.44 20.16 22.36 23.65 23.00 19.04 21.62 20.76  20.13 

TOTAL RETURN:       17.00   21.51% 1.31  4.35  8.43 25.10 (7.30)12.14  7.75   3.66   
RATIOS:

Operating expenses to average net assets

                     1.42%   1.36% 1.34   1.24   1.90  1.94  1.96  2.00  2.00  2.00 
Net income to average net assets
                     2.06%   3.36% 3.03   2.53   2.53  3.33  5.00  5.60  4.90  4.80 
Portfolio turnover rate
                    86.11%  65.83% 76.40  76.01 71.76 64.76 71.60 47.50   .45   .00 
Average Commission Rate Paid
                      .08    .0818

</TABLE>
See Accompanying Notes to Financial Statements
<PAGE>
Notes to Financial Statements     December 31, 1996 and 1995

 (1)  Significant Accounting Principles
Bascom Hill BALANCED Fund, Inc. began operations on December 
18, 1986.  The Fund is registered under the Investment 
Company Act of 1940, as amended, as an open-end management 
company.  The following is a summary of significant 
accounting principles followed by the Fund in the 
preparation of its financial statements.  The policies are 
in conformity with generally accepted accounting principles.

  (a) The market quotation for each security is the last 
reported sale price on a national securities exchange, or, 
in the case of Over-The-Counter securities, the latest 
available bid price. Other securities for which quotations 
are not readily available are valued at fair value as 
determined by the Board of Directors. Short-term securities 
(maturing within 60 days) are valued on the basis of 
amortized cost. Securities with maturities in excess of 60 
days are valued at market value.

  (b) No provision is made for Federal income taxes since it 
is the intention of the Fund to comply with the provisions 
of the Internal Revenue Code available to investment 
companies, and to make the requisite distribution to 
shareholders of taxable income which will be sufficient to 
relieve it from all or substantially all Federal income 
taxes.

  (c) All percentages for the various classifications relate 
to total net assets.

  (d) The Fund follows industry practice and records 
security transactions on the trade date.  Dividend income is 
recognized on the ex-dividend date and interest income is 
accrued on a daily basis.

(2) Cost of Investments Purchased and Proceeds of 
Investments Sold 
For the year ended December 31, 1996 the purchases and sales 
of investment securities (excluding short-term securities) 
were $7,287,790 and $7,809,936, respectively (purchases and 
sales of U.S. government obligations were $2,041,104 and 
$1,703,531, respectively).

(3)	Net Realized Gains and Losses On Investments
Net realized gains and losses on investments are computed on 
the basis of specifically identified certificates.  During 
the year ended December 31, 1996 net realized gains would 
have been $1,551,436 if computed on the basis of average 
cost.

(4) Aggregate Cost of Securities and Undistributed Income or 
Capital Gains
The aggregate cost of securities for Federal income tax 
purposes is $7,845,160. The aggregate gross unrealized 
appreciation for all securities in which there is an excess 
of value over tax cost is $1,120,698.  The aggregate gross 
unrealized depreciation for all securities in which there is 
an excess of tax cost over value amounts to $143,717.  The 
net unrealized appreciation at December 31, 1996 for all 
securities is $976,981. Through the year ended December 31, 
1996, the accumulated undistributed net investment income is 
$3,008, and the accumulated undistributed realized capital 
gain is $8,122.

(5) Investment Advisory Agreement
The investment advisory agreement with Madison Investment 
Advisors, Inc., provides for an annual management fee of .85 
of 1% of the first $100 million of average net assets of the 
Fund.  Such fees are remitted quarterly. The annual fee is 
reduced to the extent that the Fund's total annual operating 
expenses (including the advisory fee and distribution fee, 
but excluding interest and taxes) exceeds 2% of average 
daily net assets. The advisor's fee was not so reduced for 
the year ended December 31, 1996.

(6) Other Transactions With Affiliates
Madison Investment Advisors, Inc. receives all contingent 
deferred sales charges imposed on some redemptions of shares 
held for less than five years. 

Certain officers and directors of the Fund are also officers 
and directors of Madison Investment Advisors, Inc. The Fund 
owed Madison Investment Advisors, Inc. $23,804 as of 
December 31, 1996.

GROWTH OF $10,000 CHART        
Since Inception

Chart compares growth in the Bascom Hill BALANCED Fund, 
Inc., $23,586, with the Value Line, $16,339, the CPI, 
$14,332 and a Blend represented by 50% NYSE, 40% Lehman G/C 
& 10% T-Bills, $25,317.

Bascom Hill BALANCED Fund Average Annual Total Return:
           
           1 Year          17.00%
           5 Years         10.19%
          10 Years          8.96%          

Past performance is not a guarantee of future results.
<PAGE>

           INDEPENDENT AUDITORS' REPORT


To the Shareholders and Board of Directors
of Bascom Hill Balanced Fund, Inc.

We have audited the accompanying statement of net assets of
Bascom Hill Balanced Fund, Inc., including the schedule of
investments, as of December 31, 1996, the related statements of
operations and changes in net assets for each of the two years in
the period then ended, and the selected per share data and ratios
for each of the ten years in the period then ended.
These financial statements and selected per share data and ratios
are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial
statements and per share data and ratios based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements and per share data and ratios are free
of material misstatement.  An audit includes examining on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  Our procedures included confirmation of
securities owned as of December 31, 1996, by correspondence with
the custodian.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.

We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and selected per share
data and ratios referred to above present fairly, in all material
respects, the financial position of Bascom Hill Balanced Fund,
Inc. as of December 31, 1996, the results of its operations and
the changes in its net assets for each of the two years in the
period then ended, and the selected per share data and ratios for
each of the ten years in the period then ended, in
conformity with generally accepted accounting principles.

WILLIAMS, YOUNG & ASSOCIATES, LLC

(signature)

Madison, Wisconsin
January 24, 1997

<PAGE>

            Bascom Hill BALANCED Fund, Inc.
            
                     ANNUAL REPORT
                   December 31, 1996

            6411 Mineral Point Road
            Madison, WI  53705
            (608)  273-2020
            (800)  767-0300



            Officers and Directors
              Frank E. Burgess
              President, Director

              Katherine L. Frank
              Vice President, Secretary

              Jay R. Sekelsky
              Vice President

              Christopher C. Berberet
              Treasurer

              Elizabeth A. Hendricks
              Assistant Secretary

              James R. Imhoff, Jr.
              Director

              Edmund B. Johnson
              Director

              Lorence D. Wheeler
              Director

            Custodian, Transfer Agent
            and Disbursing Agent
              Firstar Trust Company
              P.O. Box 701
              Milwaukee, Wisconsin  53201-0701
              (414)765-4124

            Counsel
              DeWitt Ross & Stevens, S.C.
              8000 Excelsior Drive
              Madison, Wisconsin  53717-1914

            Auditor
              Williams, Young & Associates, LLC
              P.O. Box 8700
              Madison, Wisconsin  53708






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